0001144204-07-058948.txt : 20071107 0001144204-07-058948.hdr.sgml : 20071107 20071107170548 ACCESSION NUMBER: 0001144204-07-058948 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20071031 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071107 DATE AS OF CHANGE: 20071107 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NovaStar Certificates Financing CORP CENTRAL INDEX KEY: 0001359075 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 481194616 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-131111-02 FILM NUMBER: 071222325 BUSINESS ADDRESS: STREET 1: 8140 WARD PARKWAY, SUITE 300 CITY: KANSAS CITY STATE: MO ZIP: 64114 BUSINESS PHONE: 816-237-7000 MAIL ADDRESS: STREET 1: 8140 WARD PARKWAY, SUITE 300 CITY: KANSAS CITY STATE: MO ZIP: 64114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NOVASTAR MORTGAGE FUNDING CORP CENTRAL INDEX KEY: 0001052549 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 481195807 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-102282 FILM NUMBER: 071222326 BUSINESS ADDRESS: STREET 1: 1901 W 47TH PLACE STREET 2: STE 105 CITY: WESTWOOD STATE: KS ZIP: 66205 BUSINESS PHONE: 9135143500 MAIL ADDRESS: STREET 1: 1901 W 47TH PLACE STREET 2: STE 105 CITY: WESTWOOD STATE: KS ZIP: 66205 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Novastar Mortgage Funding Trust Series 2006-4 CENTRAL INDEX KEY: 0001372832 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-134461-03 FILM NUMBER: 071222327 BUSINESS ADDRESS: STREET 1: 1901 W 47TH PLACE STREET 2: STE 105 CITY: WESTWOOD STATE: KS ZIP: 66205 BUSINESS PHONE: 9135143500 MAIL ADDRESS: STREET 1: 1901 W 47TH PLACE STREET 2: STE 105 CITY: WESTWOOD STATE: KS ZIP: 66205 8-K 1 v092740_8k.htm

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) October 31, 2007

NOVASTAR MORTGAGE FUNDING TRUST, SERIES 2006-4

(Issuing Entity with respect to Certificates)

NOVASTAR MORTGAGE INC.

(Exact name of Sponsor as specified in its charter)

NOVASTAR MORTGAGE FUNDING CORPORATION

(Exact name of Depositor and registrant as specified in its charter)

Delaware		333-134461		48-1195807
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

NOVASTAR CERTIFICATES FINANCING CORPORATION

(Exact name of co-registrant as specified in its charter)

Delaware		333-134461-01		48-1194616
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)


8140 Ward Parkway, Suite 300 Kansas City, Missouri		64114
(Address of Principal Executive Offices)		(Zip Code)

Registrant's telephone number, including area code

(816) 237-7000

No Change

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01. Entry into a Material Definitive Agreement.

NovaStar Mortgage Funding Corporation registered issuances of up to $17,974,575,431 principal amount of Asset-Backed Certificates on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, as amended (the "Act"), by the Registration Statement on Form S-3 (Registration File No. 333-134461 and No. 333-134461-01) (the "Registration Statement"). Pursuant to the Registration Statement, NovaStar Mortgage Funding Trust, Series 2006-4, issued on August 29, 2006, $1,004,851,000 in aggregate principal amount of its Home Equity Loan Asset-Backed Certificates, Series 2006-4, Class A-1A, Class A-2A, Class A-2B, Class A-2C, Class A-2D, Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8 and Class M-9 Certificates (the "Offered Certificates"). Also issued, but not offered by NovaStar Mortgage Funding Trust, Series 2006-4 were its Home Equity Loan Asset-Backed Certificates, Series 2006-4, Class M-10, Class M-10 DSI, Class M-10N, Class M-11, Class M-11 DSI, Class M-11N, Class M-12, Class M-12 DSI, Class M-12N, Class CA and Class CB, Class I and Class R Certificates (and collectively with the Offered Certificates, the “Certificates”).

The Pooling and Servicing Agreement, filed in connection with the Certificates is hereby amended pursuant to the Amendment No. 2 to the Pooling and Servicing Agreement, dated as of October 31, 2007 and attached hereto as Exhibit 4.1, among NovaStar Mortgage Funding Corporation, as depositor (the "Depositor"), NovaStar Mortgage, Inc., as servicer (the "Servicer") and as sponsor (the "Sponsor"), U.S. Bank National Association, as custodian (the "Custodian"), and Deutsche National Trust Company, as trustee (the "Trustee" and together with the Depositor, the Servicer, the Sponsor, the Custodian and the Trustee, the “Parties”).

The Pooling and Servicing Agreement, filed in connection with the Certificates is hereby further amended pursuant to the Amendment to the Pooling and Servicing Agreement, dated as of November 1, 2007 and attached hereto as Exhibit 4.2, among the Parties.

Item 9.01 - Financial Statements and Exhibits:

(a) Financial Statements of Business Acquired: None

(b) Pro Forma Financial Information: None

(c)

Exhibits:

4.1

Amendment No. 2 to the Pooling and Servicing Agreement, dated as of October 31, 2007, among the Depositor, the Servicer and Sponsor, the Custodian and the Trustee, and consented to by DB Structured Products, Inc., Wachovia Bank, N.A., Wachovia Capital Markets, LLC and Wachovia Investment Holdings, LLC.

4.2

Amendment to the Pooling and Servicing Agreement, dated as of November 1, 2007, among the Depositor, the Servicer and Sponsor, the Custodian and the Trustee, and consented to by DB Structured Products, Inc., Wachovia Bank, N.A., Wachovia Capital Markets, LLC and Wachovia Investment Holdings, LLC.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: November 6, 2007

	NOVASTAR MORTGAGE FUNDING CORPORATION By: __/s/ Matt Kaltenrieder______________ Matt Kaltenrieder Vice President

Exhibit Index

Exhibit No.	Description

Exhibit 4.1	Amendment No. 2 to the Pooling and Servicing Agreement, dated as of October 31, 2007, among the Depositor, the Servicer and Sponsor, the Custodian and the Trustee, and consented to by DB Structured Products, Inc., Wachovia Bank, N.A., Wachovia Capital Markets, LLC and Wachovia Investment Holdings, LLC.

Exhibit 4.2	Amendment to the Pooling and Servicing Agreement, dated as of November 1, 2007, among the Depositor, the Servicer and Sponsor, the Custodian and the Trustee, and consented to by DB Structured Products, Inc., Wachovia Bank, N.A., Wachovia Capital Markets, LLC and Wachovia Investment Holdings, LLC.

EX-4.1 2 v092740_ex4-1.htm

Exhibit 4.1

AMENDMENT NO. 2

TO THE

POOLING AND SERVICING AGREEMENTS

Amendment No. 2, dated as of October 31, 2007 (the “Amendment”), to the Pooling and Servicing Agreements (the “Agreements”) listed on Schedule I hereto, each among NovaStar Mortgage Funding Corporation (the “Depositor”), NovaStar Mortgage, Inc., as sponsor and servicer (the “Sponsor” or “Servicer”), U.S. Bank National Association, as custodian (the “Custodian”), and Deutsche Bank National Trust Company, as trustee (the “Trustee”). Capitalized terms used and not defined herein shall have the meaning set forth in the Agreements and Appendix A thereto.

WHEREAS, the parties hereto have entered into the Agreements;

WHEREAS, the purpose of this Amendment is to cure certain ambiguities in the wording of each Agreement.

NOW, THEREFORE, in consideration of the promises and mutual agreements contained herein, the parties hereto agree to amend the Agreements pursuant to Section 12.01 thereof as follows:

1. a) Revised Section 3.07(a).

Section 3.07(a) of each Agreement is hereby amended so as to read as set forth in Exhibit A hereto with respect to the related Agreement.

b) Revised Section 6.06(e).

For purposes of Section 6.06(e) “NovaStar Mortgage, Inc.” shall be replaced by “the Servicer immediately prior to such succession.”

Condition to Effectiveness.

As a condition to the effectiveness of this Amendment, an Opinion of Counsel satisfying the requirements of Section 12.01 of each Agreement has been received by the parties hereto.

Effect of Amendment.

This Amendment to the Agreements shall be effective and the Agreements shall be deemed to be modified and amended in accordance herewith retroactively to the original dates of each related Agreement. The respective rights, limitations, obligations, duties, liabilities and immunities of the Company, the Sponsor, the Servicer, the Custodian and the Trustee shall hereafter be determined, exercised and enforced subject in all respects to such modifications and amendments, and all the terms and conditions of this Amendment shall be and be deemed to be part of the terms and conditions of the Agreements for any and all purposes. The Agreements, as amended hereby, are hereby ratified and confirmed in all respects.

The Agreements in Full Force and Effect as Amended.

Except as specifically amended hereby, all the terms and conditions of the Agreements shall remain in full force and effect and, except as expressly provided herein, the effectiveness of this Amendment shall not operate as, or constitute a waiver or modification of, any right, power or remedy of any party to the Agreements. All references to the Agreements in any other document or instrument shall be deemed to mean the Agreements as amended by this Amendment.

Counterparts.

This Amendment may be executed by the parties in several counterparts, each of which shall be deemed to be an original and all of which shall constitute together but one and the same agreement. This Amendment shall become effective when counterparts hereof executed on behalf of such party shall have been received.

Governing Law.

This Amendment shall be construed in accordance with and governed by the laws of the State of New York applicable to agreements made and to be performed therein.

IN WITNESS WHEREOF, the Sponsor, the Servicer, the Depositor, the Trustee and the Custodian, have caused this Amendment to be duly executed by their officers thereunto duly authorized, all as of the day and year first above written.


DB STRUCTURED PRODUCTS, INC. hereby consents to the foregoing Amendment as lender under certain financing facilities: By:__/s/ Glenn Minkoff __________________ Name: Glenn Minkoff Title: Director WACHOVIA BANK, N.A. hereby consents to the foregoing Amendment as lender under certain financing facilities: By:__/s/ Andrew W. Riebe _______________ Name: Andrew W. Riebe Title: Director WACHOVIA CAPITAL MARKETS, LLC hereby consents to the foregoing Amendment as lender under certain financing facilities: By:___/s/ Scott Shuman __________________ Name: Scott Shuman Title: Vice President WACHOVIA INVESTMENT HOLDINGS, LLC hereby consents to the foregoing Amendment as lender under certain financing facilities: By:__/s/ Goetz Rokahr ___________________ Name: Goetz Rokahr Title: Vice President	NOVASTAR MORTGAGE FUNDING CORPORATION, as Depositor By: /s/ Matt Kaltenrieder Name: Matt Kaltenrieder Title: Vice President NOVASTAR MORTGAGE, INC., as Servicer and as Sponsor By: /s/ Matt Kaltenrieder Name: Matt Kaltenrieder Title: Vice President U.S. BANK NATIONAL ASSOCIATION, as Custodian By: /s/ Corinne Rhode Name: Corinne Rhode Title: Assistant Vice President DEUTSCHE BANK NATIONAL TRUST COMPANY, as Trustee By: /s/ Mei Nghia Name: Mei Nghia Title: Authorized Signer By: /s/ Ronaldo Reyes Name: Ronaldo Reyes Title: Vice President

[Signature Page for Amendment No. 2 to the 2006-4, 2006-5

and 2006-6 Pooling and Servicing Agreements - Section 3.07]

Schedule I

Pooling and Servicing Agreement, dated as of August 1, 2006, by and among NovaStar Mortgage Funding Corporation, as Depositor, NovaStar Mortgage, Inc., as Servicer and as Sponsor, U.S. Bank National Association, as Custodian and Deutsche Bank National Trust Company, as Trustee, relating to NovaStar Mortgage Funding Trust, Series 2006-4, NovaStar Home Equity Loan Asset-Backed Certificates, Series 2006-4.

Pooling and Servicing Agreement, dated as of September 1, 2006, by and among NovaStar Mortgage Funding Corporation, as Depositor, NovaStar Mortgage, Inc., as Servicer and as Sponsor, U.S. Bank National Association, as Custodian and Deutsche Bank National Trust Company, as Trustee, relating to NovaStar Mortgage Funding Trust, Series 2006-5, NovaStar Home Equity Loan Asset-Backed Certificates, Series 2006-5.

Pooling and Servicing Agreement, dated as of November 1, 2006, by and among NovaStar Mortgage Funding Corporation, as Depositor, NovaStar Mortgage, Inc., as Servicer and as Sponsor, U.S. Bank National Association, as Custodian and Deutsche Bank National Trust Company, as Trustee, relating to NovaStar Mortgage Funding Trust, Series 2006-6, NovaStar Home Equity Loan Asset-Backed Certificates, Series 2006-6.

Exhibit A

Amended Section 3.07

Section 3.07 Withdrawals from the Collection Account.

(a) The Servicer shall, from time to time as provided herein, make withdrawals from the Collection Account of amounts on deposit therein pursuant to Section 3.06 that are attributable to the Mortgage Loans for the following purposes (without duplication):

(i) to deposit in the Distribution Account, by the Servicer Remittance Date prior to each Distribution Date, all collections on the Mortgage Loans required to be distributed from the Distribution Account on a Distribution Date;

(ii) to the extent deposited to the Collection Account, to reimburse itself or the related Subservicer for Servicing Advances paid to maintain individual insurance policies pursuant to Section 3.11, or Liquidation Expenses, paid pursuant to Section 3.13, such withdrawal right being limited to amounts received on particular Mortgage Loans (other than any Repurchase Price in respect thereof) which represent late recoveries of the payments for which such expenses were paid, or from related Liquidation Proceeds;

(iii) to pay to itself out of each payment received on account of interest on a Mortgage Loan as contemplated by Section 3.15, an amount equal to the related Servicing Fee (to the extent not retained pursuant to Section 3.06);

(iv) to pay to itself or the Sponsor, with respect to any Mortgage Loan or property acquired in respect thereof that has been purchased by the Sponsor, the Servicer or other entity, all amounts received thereon and not required to be distributed to Certificateholders as of the date on which the related Repurchase Price is determined;

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

(vi) to reimburse the Servicer or any Subservicer from Insurance Proceeds or Liquidation Proceeds relating to a particular Mortgage Loan for Servicing Advances expended by the Servicer or such Subservicer pursuant to Section 3.13: (x) in good faith in connection with the restoration of the related Mortgaged Property which was damaged by the uninsured cause, (y) in connection with the liquidation of such Mortgage Loan, or (z) with respect to an MI Claim Payment Advance made by the Servicer with respect to such Mortgage Loan; provided, however, that reimbursements pursuant to clause (z) may only be made from MI Insurance Proceeds actually paid by the MI Insurer under the MI Policy related to such Mortgage Loan;

(vii) to reimburse the Servicer or any Subservicer for any unreimbursed Nonrecoverable Advance or Servicing Advance previously made, and to reimburse any successor Servicer for any Servicing Transfer Costs, including any legal fees or expenses relating to any such transfer, in each case not paid by the transferring Servicer, in each case otherwise not reimbursed pursuant to this Section 3.07(a);

(viii) to withdraw any other amount deposited in the Collection Account that was not required to be deposited therein pursuant to Section 3.06;

(ix) to reimburse the Servicer for costs associated with the environmental report handling the presence of any toxic or hazardous substance on a Mortgaged Property as set forth in Section 3.13(c);

(x) to clear and terminate the Collection Account upon a termination pursuant to Section 11.01;

(xi) to pay to the Servicer income earned on Eligible Investments in the Collection Account;

(xii) to pay to the MI Insurer the monthly MI Premiums due under each MI Policy from payments received (or Advances made) on account of interest due on the related Mortgage Loan; and

(xiii) to make an Advance with respect to a Mortgage Loan that is Delinquent from funds held in the Collection Account as contemplated by Section 3.25, provided that the amount withdrawn for such an Advance is immediately deposited into the Distribution Account.

Withdrawals made pursuant to clause (xii) shall be made on a first priority basis. In connection with withdrawals pursuant to clauses (ii), (iii), (iv), (v) and (vi), the Servicer’s entitlement thereto is limited to collections or other recoveries on the related Mortgage Loan, and the Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account pursuant to such clauses.

EX-4.2 3 v092740_ex4-2.htm

Exhibit 4.2

AMENDMENT

TO THE

POOLING AND SERVICING AGREEMENTS

Amendment, dated as of November 1, 2007 (the “Amendment”), to the Pooling and Servicing Agreements (the “Agreements”) listed on Schedule I hereto, each among NovaStar Mortgage Funding Corporation (the “Depositor”), NovaStar Mortgage, Inc., as sponsor and servicer (the “Sponsor” or “Servicer”), U.S. Bank National Association, as custodian (the “Custodian”), and Deutsche Bank National Trust Company, as trustee (the “Trustee”). Capitalized terms used and not defined herein shall have the meaning set forth in the Agreements and Appendix A thereto.

WHEREAS, the parties hereto have entered into the Agreements;

WHEREAS, the purpose of this Amendment is to cure certain ambiguities in the wording of each Agreement.

NOW, THEREFORE, in consideration of the promises and mutual agreements contained herein, the parties hereto agree to amend the Agreements pursuant to Section 12.01 thereof as follows:

Revised Section 7.02(a).

In Section 7.02(a) of each Agreement, the following sentence shall be added as the third to last sentence of such section:

“In accordance with any successor Servicer not being liable for any acts or omissions of any predecessor Servicer, the Servicing Defaults set forth in subsections 7.01(a)(v), 7.01(a)(vi) and 7.01(a)(vii) shall apply to a successor Servicer that succeeds to the servicing of the Mortgage Loans pursuant to this Agreement including, without limitation, Sections 3.28, 6.02, 6.04, 7.01 or 7.02 herein, only in the event of any withdrawal or downgrade by two or more levels (i.e., from "Above Average" to "Below Average" or the equivalent) of such successor Servicer’s rating as of the date of such succession, that results in a downgrade, qualification or withdrawal of the rating assigned to any Class of Certificates by any Rating Agency.”

Condition to Effectiveness.

As a condition to the effectiveness of this Amendment, an Opinion of Counsel satisfying the requirements of Section 12.01 of each Agreement has been received by the parties hereto.

Effect of Amendment.

This Amendment to the Agreements shall be effective and the Agreements shall be deemed to be modified and amended in accordance herewith as of the date hereof. The respective rights, limitations, obligations, duties, liabilities and immunities of the Company, the Sponsor, the Servicer, the Custodian and the Trustee shall hereafter be determined, exercised and enforced subject in all respects to such modifications and amendments, and all the terms and conditions of this Amendment shall be and be deemed to be part of the terms and conditions of the Agreements for any and all purposes. The Agreements, as amended hereby, are hereby ratified and confirmed in all respects.

The Agreements in Full Force and Effect as Amended.

Counterparts.

Governing Law.

This Amendment shall be construed in accordance with and governed by the laws of the State of New York applicable to agreements made and to be performed therein.

DB STRUCTURED PRODUCTS, INC.

hereby consents to the foregoing Amendment as lender under certain financing facilities:

By:__/s/ Glenn Minkoff __________________

Name: Glenn Minkoff

Title: Director

WACHOVIA BANK, N.A.

hereby consents to the foregoing Amendment as lender under certain financing facilities:

By:__/s/ Andrew W. Riebe _______________

Name: Andrew W. Riebe

Title: Director

WACHOVIA CAPITAL MARKETS, LLC

hereby consents to the foregoing Amendment as lender under certain financing facilities:

By:___/s/ Scott Shuman __________________

Name: Scott Shuman

Title: Vice President

WACHOVIA INVESTMENT HOLDINGS, LLC

hereby consents to the foregoing Amendment as lender under certain financing facilities:

By:__/s/ Goetz Rokahr ___________________

Name: Goetz Rokahr

Title: Vice President

NOVASTAR MORTGAGE FUNDING CORPORATION,

as Depositor

By: /s/ Matt Kaltenrieder

Name: Matt Kaltenrieder

Title: Vice President

NOVASTAR MORTGAGE, INC.,

as Servicer and as Sponsor

By: /s/ Matt Kaltenrieder

Name: Matt Kaltenrieder

Title: Vice President

U.S. BANK NATIONAL ASSOCIATION, as Custodian

By: /s/ Corinne Rhode

Name: Corinne Rhode

Title: Assistant Vice President

DEUTSCHE BANK NATIONAL TRUST COMPANY,

as Trustee

By: /s/ Mei Nghia

Name: Mei Nghia

Title: Authorized Signer

By: /s/ Ronaldo Reyes

Name: Ronaldo Reyes

Title: Vice President

[Signature Page for Amendment to the Pooling and Servicing Agreements - DBNTC’s]

Schedule I

Pooling and Servicing Agreement, dated as of February 1, 2007, by and among NovaStar Mortgage Funding Corporation, as Depositor, NovaStar Mortgage, Inc., as Servicer and as Sponsor, U.S. Bank National Association, as Custodian and Deutsche Bank National Trust Company, as Trustee, relating to NovaStar Mortgage Funding Trust, Series 2007-1, NovaStar Home Equity Loan Asset-Backed Certificates, Series 2007-1.

Pooling and Servicing Agreement, dated as of May 1, 2007, by and among NovaStar Mortgage Funding Corporation, as Depositor, NovaStar Mortgage, Inc., as Servicer and as Sponsor, U.S. Bank National Association, as Custodian and Deutsche Bank National Trust Company, as Trustee, relating to NovaStar Mortgage Funding Trust, Series 2007-2, NovaStar Home Equity Loan Asset-Backed Certificates, Series 2007-2.