-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TP4t/3cD9jnKJxSPZzLpQQ/iA02aUZq7nqeH+KOlppd4/uyQ0tr2fCAY3W/ySFFD JFNjUOBB6lUN3//Ys8io6A== 0000945212-98-000028.txt : 19981014 0000945212-98-000028.hdr.sgml : 19981014 ACCESSION NUMBER: 0000945212-98-000028 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19981013 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19981013 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: RESIDENTIAL FUNDING MORTGAGE SECURITIES II INC CENTRAL INDEX KEY: 0000945212 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 411808858 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 033-92096 FILM NUMBER: 98724601 BUSINESS ADDRESS: STREET 1: 8400 NORMANDALE LAKE BLVD CITY: MINNEAPOLIS STATE: MN ZIP: 55437 BUSINESS PHONE: 6128327000 MAIL ADDRESS: STREET 1: 8400 NORMANDALE LAKE BLVD CITY: MINNEAPOLIS STATE: MN ZIP: 55437 8-K 1 1998-HS3 OPERATIVE DOCUMENTS 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) September 28, 1998 RESIDENTIAL FUNDING MORTGAGE SECURITIES II, INC. (as depositor under an Amended and Restated Trust Agreement, dated as of September 28, 1998, and pursuant to which an Indenture was entered into, providing for, inter alia, the issuance of Home Equity Loan-Backed Term Notes, Series 1998-HS3) Residential Funding Mortgage Securities II, Inc. (Exact name of registrant as specified in its charter) DELAWARE 333-28025 41-1808858 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) 8400 Normandale Lake Blvd. Suite 600 Minneapolis, Minnesota 55437 (Address of Principal (Zip Code) Executive Offices) Registrant's telephone number, including area code, is (612) 832-7000 Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (a) Not applicable (b) Not applicable (c) Exhibits: 4.3 Servicing Agreement dated as of September 28, 1998 among Residential Funding Corporation, as master servicer, The Chase Manhattan Bank, as indenture trustee, and the Home Equity Loan Trust 1998-HS3, as issuer. 4.4 Amended and Restated Trust Agreement dated as of September 28, 1998 between Residential Funding Mortgage Securities II, Inc., as depositor and Wilmington Trust Company, as owner trustee. 4.5 Indenture dated as of September 28, 1998 between Home Equity Loan Trust 1998-HS3, as issuer and The Chase Manhattan Bank, as indenture trustee, and Appendix A thereto. 10.1 Revolving Credit Loan Purchase Agreement dated as of September 28, 1998 by Residential Funding Mortgage Securities II, Inc., as purchaser and Residential Funding Corporation, as seller. 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 thereunto duly authorized. RESIDENTIAL FUNDING MORTGAGE SECURITIES II, INC. By: /s/ Diane S. Wold Name: Diane S. Wold Title: Vice President Dated: October 5, 1998 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 thereunto duly authorized. RESIDENTIAL FUNDING MORTGAGE SECURITIES II, INC. By: Name: Diane S. Wold Title: Vice President Dated:October 5, 1998 EXHIBIT 4.3 EXECUTION COPY RESIDENTIAL FUNDING CORPORATION, as Master Servicer HOME EQUITY LOAN TRUST 1998-HS3, as Issuer and THE CHASE MANHATTAN BANK as Indenture Trustee ---------------------- SERVICING AGREEMENT Dated as of September 28, 1998 ---------------------- Revolving Credit Loans TABLE OF CONTENTS Page ARTICLE IDefinitions Section 1.01. Definitions..............................................1 Section 1.02. Other Definitional Provisions............................2 Section 1.03. Interest Calculations....................................2 ARTICLE IIRepresentations and Warranties Section 2.01Representations and Warranties Regarding the Master Servicer3 Section 2.02. Representations and Warranties of the Issuer.............4 Section 2.03. Enforcement of Representations and Warranties............4 ARTICLE IIIAdministration and Servicingof Revolving Credit Loans Section 3.01. The Master Servicer......................................6 Section 3.02. Collection of Certain Revolving Credit Loan Payments.....9 Section 3.03. Withdrawals from the Custodial Account..................12 Section 3.04. Maintenance of Hazard Insurance; Property Protection Expenses........................................................13 Section 3.05. Modification Agreements; Release or Substitution of Lien14 Section 3.06. Trust Estate; Related Documents.........................16 Section 3.07. Realization Upon Defaulted Revolving Credit Loans; Loss Mitigation......................................................17 Section 3.08. Issuer and Indenture Trustee to Cooperate...............18 Section 3.09. Servicing Compensation; Payment of Certain Expenses by Master Servicer.................................................19 Section 3.10. Annual Statement as to Compliance.......................20 Section 3.11. Annual Servicing Report.................................20 Section 3.12. Access to Certain Documentation and Information Regarding the Revolving Credit Loans......................................20 Section 3.13. Maintenance of Certain Servicing Insurance Policies.....21 Section 3.14. Information Required by the Internal Revenue Service and Reports of Foreclosures and Abandonments of Mortgaged Property..21 Section 3.15. Optional Repurchase of Defaulted Revolving Credit Loans.21 ARTICLE IVServicing Certificate Section 4.01. Statements to Securityholders...........................22 Section 4.02. Tax Reporting...........................................24 i Page ARTICLE VPayment Account Section 5.01. Payment Account.........................................25 ARTICLE VIThe Master Servicer Section 6.01. Liability of the Master Servicer........................26 Section 6.02. Merger or Consolidation of, or Assumption of the Obligations of, the Master Servicer.........................................26 Section 6.03. Limitation on Liability of the Master Servicer and Others26 Section 6.04. Master Servicer Not to Resign...........................27 Section 6.05. Delegation of Duties....................................28 Section 6.06. Master Servicer to Pay Indenture Trustee's and Owner Trustee's Fees and Expenses; Indemnification....................28 ARTICLE VIIDefault Section 7.01. Servicing Default.......................................30 Section 7.02. Indenture Trustee to Act; Appointment of Successor......32 Section 7.03. Notification to Securityholders.........................33 ARTICLE VIIIMiscellaneous Provisions Section 8.01. Amendment...............................................34 SECTION 8.02. GOVERNING LAW...........................................34 Section 8.03. Notices.................................................34 Section 8.04. Severability of Provisions..............................35 Section 8.05. Third-Party Beneficiaries...............................35 Section 8.06. Counterparts............................................35 Section 8.07. Effect of Headings and Table of Contents................35 Section 8.08. Termination Upon Purchase by the Master Servicer or Liquidation of All Revolving Credit Loans; Partial Redemption...35 Section 8.09. Certain Matters Affecting the Indenture Trustee.........36 Section 8.10. Owner Trustee Not Liable for Related Documents..........36 EXHIBIT A - REVOLVING CREDIT LOAN SCHEDULE.................................A-1 EXHIBIT B - POWER OF ATTORNEY..............................................B-1 EXHIBIT C - FORM OF REQUEST FOR RELEASE....................................D-1 ii Page [TPW iii This Servicing Agreement, dated as of September 28, 1998, among Residential Funding Corporation (the "Master Servicer"), the Home Equity Loan Trust 1998-HS3 (the "Issuer"), and The Chase Manhattan Bank (the "Indenture Trustee"). W I T N E S S E T H T H A T: WHEREAS, pursuant to the terms of the Revolving Credit Loan Purchase Agreement, Residential Funding Corporation (in its capacity as Seller) will sell to the Depositor the Revolving Credit Loans together with the Related Documents on the Closing Date, and thereafter all Additional Balances created on or after the Cut-off Date (except as set forth herein); WHEREAS, the Depositor will sell the Revolving Credit Loans and all of its rights under the Revolving Credit Loan Purchase Agreement to the Issuer, together with the Related Documents on the Closing Date, and thereafter all Additional Balances created on or after the Cut-off Date (except as set forth herein); WHEREAS, pursuant to the terms of the Trust Agreement, the Issuer will issue and transfer to or at the direction of the Depositor, the Certificates; WHEREAS, pursuant to the terms of the Indenture, the Issuer will issue and transfer to or at the direction of the Depositor, the Notes; and WHEREAS, pursuant to the terms of this Servicing Agreement, the Master Servicer will service the Revolving Credit Loans directly or through one or more Subservicers; NOW, THEREFORE, in consideration of the mutual covenants herein contained, the parties hereto agree as follows: ARTICLE Definitions Section 1.0 Definitions. For all purposes of this Servicing Agreement, except as otherwise expressly provided herein or unless the context otherwise requires, capitalized terms not otherwise defined herein shall have the meanings assigned to such terms in the Definitions contained in Appendix A to the Indenture dated September 28, 1998 (the "Indenture"), between Home Equity Loan Trust 1998-HS3, as issuer, and The Chase Manhattan Bank, as indenture trustee, which is incorporated by reference herein. All other capitalized terms used herein shall have the meanings specified herein. Section 1.0 Other Definitional Provisions. All terms defined in this Servicing Agreement shall have the defined meanings when used in any certificate or other document made or delivered pursuant hereto unless otherwise defined therein. As used in this Servicing Agreement and in any certificate or other document made or delivered pursuant hereto or thereto, accounting terms not defined in this Servicing Agreement or in any such certificate or other document, and accounting terms partly defined in this Servicing Agreement or in any such certificate or other document, to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principles. To the extent that the definitions of accounting terms in this Servicing Agreement or in any such certificate or other document are inconsistent with the meanings of such terms under generally accepted accounting principles, the definitions contained in this Servicing Agreement or in any such certificate or other document shall control. The words "hereof," "herein," "hereunder" and words of similar import when used in this Servicing Agreement shall refer to this Servicing Agreement as a whole and not to any particular provision of this Servicing Agreement; Section and Exhibit references contained in this Servicing Agreement are references to Sections and Exhibits in or to this Servicing Agreement unless otherwise specified; and the term "including" shall mean "including without limitation". The definitions contained in this Servicing Agreement are applicable to the singular as well as the plural forms of such terms and to the masculine as well as the feminine and neuter genders of such terms. Any agreement, instrument or statute defined or referred to herein or in any instrument or certificate delivered in connection herewith means such agreement, instrument or statute as from time to time amended, modified or supplemented and includes (in the case of agreements or instruments) references to all attachments thereto and instruments incorporated therein; references to a Person are also to its permitted successors and assigns. Section 1.0 Interest Calculations. All calculations of interest hereunder that are made in respect of the Loan Balance of a Revolving Credit Loan shall be made on a daily basis using a 365-day year. All calculations of interest on the Securities shall be made on the basis of the actual number of days in an Interest Period and a year assumed to consist of 360 days. The calculation of the Servicing Fee shall be made on the basis of a 360-day year consisting of twelve 30-day months. All dollar amounts calculated hereunder shall be rounded to the nearest penny with one-half of one penny being rounded up. 2 ARTICLE Representations and Warranties Section 2.0 Representations and Warranties Regarding the Master Servicer. The Master Servicer represents and warrants to the Issuer and for the benefit of the Indenture Trustee, as pledgee of the Revolving Credit Loans, as of the Cut-off Date: (i) The Master Servicer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has the corporate power to own its assets and to transact the business in which it is currently engaged. The Master Servicer is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction in which the character of the business transacted by it or properties owned or leased by it requires such qualification and in which the failure to so qualify would have a material adverse effect on the business, properties, assets, or condition (financial or other) of the Master Servicer; (ii) The Master Servicer has the power and authority to make, execute, deliver and perform this Servicing Agreement and all of the transactions contemplated under this Servicing Agreement, and has taken all necessary corporate action to authorize the execution, delivery and performance of this Servicing Agreement. When executed and delivered, this Servicing Agreement will constitute the legal, valid and binding obligation of the Master Servicer enforceable in accordance with its terms, except as enforcement of such terms may be limited by bankruptcy, insolvency or similar laws affecting the enforcement of creditors' rights generally and by the availability of equitable remedies; (iii) The Master Servicer is not required to obtain the consent of any other Person or any consent, license, approval or authorization from, or registration or declaration with, any governmental authority, bureau or agency in connection with the execution, delivery, performance, validity or enforceability of this Servicing Agreement, except for such consent, license, approval or authorization, or registration or declaration, as shall have been obtained or filed, as the case may be; (iv) The execution and delivery of this Servicing Agreement and the performance of the transactions contemplated hereby by the Master Servicer will not violate any provision of any existing law or regulation or any order or decree of any court applicable to the Master Servicer or any provision of the Certificate of Incorporation or Bylaws of the Master Servicer, or constitute a material breach of any mortgage, indenture, contract or other agreement to which the Master Servicer is a party or by which the Master Servicer may be bound; and 3 (v) No litigation or administrative proceeding of or before any court, tribunal or governmental body is currently pending, or to the knowledge of the Master Servicer threatened, against the Master Servicer or any of its properties or with respect to this Servicing Agreement or the Securities which in the opinion of the Master Servicer has a reasonable likelihood of resulting in a material adverse effect on the transactions contemplated by this Servicing Agreement. The foregoing representations and warranties shall survive any termination of the Master Servicer hereunder. Section 2.02. Representations and Warranties of the Issuer. The Issuer hereby represents and warrants to the Master Servicer and for the benefit of the Indenture Trustee, as pledgee of the Revolving Credit Loans, as of the Cut-off Date: (i) The Issuer is a business trust duly formed and in good standing under the laws of the State of Delaware and has full power, authority and legal right to execute and deliver this Servicing Agreement and to perform its obligations under this Servicing Agreement, and has taken all necessary action to authorize the execution, delivery and performance by it of this Servicing Agreement; and (ii) The execution and delivery by the Issuer of this Servicing Agreement and the performance by the Issuer of its obligations under this Servicing Agreement will not violate any provision of any law or regulation governing the Issuer or any order, writ, judgment or decree of any court, arbitrator or governmental authority or agency applicable to the Issuer or any of its assets. Such execution, delivery, authentication and performance will not conflict with, or result in a breach or violation of, any mortgage, deed of trust, lease or other agreement or instrument to which the Issuer is bound. Section 2.03. Enforcement of Representations and Warranties. The Master Servicer, on behalf of and subject to the direction of the Indenture Trustee, as pledgee of the Revolving Credit Loans, or the Issuer, shall enforce the representations and warranties of the Seller pursuant to the Revolving Credit Loan Purchase Agreement. Upon the discovery by the Seller, the Depositor, the Master Servicer, the Indenture Trustee, the Credit Enhancer, the Issuer, or any Custodian of a breach of any of the representations and warranties made in the Revolving Credit Loan Purchase Agreement, in respect of any Revolving Credit Loan which materially and adversely affects the interests of the Securityholders or the Credit Enhancer, the party discovering such breach shall give prompt written notice to the other parties (any Custo- dian being so obligated under a Custodial Agreement). The Master Servicer shall promptly notify the Seller of such breach and request that, pursuant to the terms of the Revolving Credit Loan Purchase Agreement, the Seller either (i) cure such breach in all material respects within 45 days (with respect to a breach of the representations and warranties contained in Section 3.1(a) of the Revolving Credit Loan Purchase Agreement) or 90 days (with respect to a breach 4 of the representations and warranties contained in Section 3.1(b) of the Revolving Credit Loan Purchase Agreement) from the date the Seller was notified of such breach or (ii) purchase such Revolving Credit Loan from the Issuer at the price and in the manner set forth in Section 3.1(b) of the Revolving Credit Loan Purchase Agreement; provided that the Seller shall, subject to compliance with all the conditions set forth in the Revolving Credit Loan Purchase Agreement, have the option to substitute an Eligible Substitute Loan or Loans for such Revolving Credit Loan. In the event that the Seller elects to substitute one or more Eligible Substitute Loans pursuant to Section 3.1(b) of the Revolving Credit Loan Purchase Agreement, the Seller shall deliver to the Issuer with respect to such Eligible Substitute Loans, the original Credit Line Agreement, the Mortgage, and such other documents and agreements as are required by the Revolving Credit Loan Purchase Agreement. Payments due with respect to Eligible Substitute Loans in the month of substitution shall not be transferred to the Issuer and will be retained by the Master Servicer and remitted by the Master Servicer to the Seller on the next succeeding Payment Date provided a payment at least equal to the applicable Minimum Monthly Payment has been received by the Issuer for such month in respect of the Revolving Credit Loan to be removed. The Master Servicer shall amend or cause to be amended the Revolving Credit Loan Schedule to reflect the removal of such Revolving Credit Loan and the substitution of the Eligible Substitute Loans and the Master Servicer shall promptly deliver the amended Revolving Credit Loan Schedule to the Owner Trustee and the Indenture Trustee. It is understood and agreed that the obligation of the Seller to cure such breach or purchase or substitute for such Revolving Credit Loan as to which such a breach has occurred and is continuing shall constitute the sole remedy respecting such breach available to the Issuer and the Indenture Trustee, as pledgee of the Revolving Credit Loans, against the Seller. In connection with the purchase of or substitution for any such Revolving Credit Loan by the Seller, the Issuer shall assign to the Seller all of its right, title and interest in respect of the Revolving Credit Loan Purchase Agreement applicable to such Revolving Credit Loan. Upon receipt of the Repurchase Price, or upon completion of such substitution, the Master Servicer shall notify the Custodian and then the Custodian shall deliver the Mortgage Files to the Master Servicer, together with all relevant endorsements and assignments prepared by the Master Servicer which the Indenture Trustee shall execute. 5 ARTICLE Administration and Servicing of Revolving Credit Loans Section 3.0 The Master Servicer. The Master Servicer shall service and administer the Revolving Credit Loans in a manner generally consistent with the terms of the Program Guide and in a manner consistent with the terms of this Servicing Agreement and which shall be normal and usual in its general mortgage servicing activities and shall have full power and authority, acting alone or through a subservicer, to do any and all things in connection with such servicing and administration which it may deem necessary or desirable, it being understood, however, that the Master Servicer shall at all times remain responsible to the Issuer and the Indenture Trustee, as pledgee of the Revolving Credit Loans, for the performance of its duties and obligations hereunder in accordance with the terms hereof and the Program Guide. Without limiting the generality of the foregoing, the Master Servicer shall continue, and is hereby authorized and empowered by the Issuer and the Indenture Trustee, as pledgee of the Revolving Credit Loans, to execute and deliver, on behalf of itself, the Issuer, the Indenture Trustee or any of them, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge and all other comparable instruments with respect to the Revolving Credit Loans and with respect to the Mortgaged Properties. The Issuer, the Indenture Trustee and the Custodian, as applicable, shall furnish the Master Servicer with any powers of attorney and other documents necessary or appropriate to enable the Master Servicer to carry out its servicing and administrative duties hereunder. In addition, the Master Servicer may, at its own discretion and on behalf of the Indenture Trustee, obtain credit information in the form of a Credit Score from a credit repository. On the Closing Date, the Indenture Trustee shall deliver to the Master Servicer a limited power of attorney substantially in the form of Exhibit B hereto. If the Mortgage relating to a Revolving Credit Loan did not have a lien senior to the Revolving Credit Loan on the related Mortgaged Property as of the Cut-off Date, then the Master Servicer, in such capacity, may not consent to the placing of a lien senior to that of the Mortgage on the related Mortgaged Property. If the Mortgage relating to a Revolving Credit Loan had a lien senior to the Revolving Credit Loan on the related Mortgaged Property as of the Cut-off Date, then the Master Servicer, in such capacity, may consent to the refinancing of the prior senior lien, provided that the following requirements are met: (i) the resulting Combined Loan-to-Value Ratio ("Combined Loan-to-Value Ratio") of such Revolving Credit Loan is no higher than the greater of the Combined Loan-to-Value Ratio prior to such refinancing or a 70% Combined Loan-to-Value Ratio (or a 80% Combined Loan-to-Value Ratio for those borrowers with a Credit Score as of the Cut-off Date of 716 or greater); provided, however, if such refinanced mortgage loan is a "rate and term" mortgage loan (meaning, the borrower does not receive any cash from the refinancing), the Combined Loan-to-Value Ratio may increase to the 6 extent of either (a) the reasonable closing costs of such refinancing (generally up to a maximum of 5% of the Combined Loan-to-Value Ratio) or (b) any decrease in the value of the related Mortgaged Property, if the Mortgagor is in good standing; and (ii) the interest rate for the loan evidencing the refinanced senior lien is no higher than the interest rate on the loan evidencing the existing senior lien immediately prior to the date of such refinancing (meaning, in the case of an adjustable rate loan, a substantially similar index and a gross margin no higher than that of the existing senior lien); provided however if the loan evidencing the existing senior lien prior to the date of refinancing is an adjustable rate loan and the loan evidencing the refinanced senior lien is a fixed rate loan, then the interest rate on the loan evidencing the refinanced senior lien may be up to 2.0% higher than the then-current mortgage rate of the loan evidencing the existing senior lien; and (iii) the loan evidencing the refinanced senior lien is not subject to negative amortization. The Master Servicer may also, without prior approval of the Rating Agencies or the Credit Enhancer, increase the Credit Limits on Revolving Credit Loans (a "Credit Limit Increase"), provided that (i) a new appraisal is obtained, (ii) the new Combined Loan-to-Value Ratio of any such Revolving Credit Loan after giving effect to such increase is less than or equal to the Combined Loan-to-Value Ratio of the Revolving Credit Loan as of the Cut-off Date, (iii) the Master Servicer receives verbal verification of employment of the related Mortgagor and (iv) the payment history of the related borrower is within the underwriting parameters of the Guide. In addition, the Master Servicer may increase the Credit Limits on Revolving Credit Loans without obtaining new appraisals provided that clauses (ii) through (iv) of the preceding sentence are satisfied, the Combined Loan-to-Value Ratio of the Revolving Credit Loan following the Credit Limit Increase will be limited to 100% and at no time shall the aggregate Principal Balance of such Revolving Credit Loans exceed 10% of the current Pool Balance; provided further, however, that for Revolving Credit Loans with original Combined Loan-to-Value Ratios in excess of 80%, the Combined Loan-to-Value Ratio resulting from such Credit Limit Increase must be less than or equal to the original Combined Loan-to-Value Ratio and at no time shall the aggregate Principal Balance of such Revolving Credit Loans exceed 5% of the current Pool Balance. In connection with servicing the Revolving Credit Loans, the Master Servicer may take reasonable actions to encourage or effect the termination of Loan Agreements that have become dormant. The relationship of the Master Servicer (and of any successor to the Master Servicer as servicer under this Servicing Agreement) to the Issuer under this Servicing Agreement is 7 intended by the parties to be that of an independent contractor and not that of a joint venturer, partner or agent. The Master Servicer may enter into Subservicing Agreements with Subservicers for the servicing and administration of certain of the Revolving Credit Loans. References in this Servicing Agreement to actions taken or to be taken by the Master Servicer in servicing the Revolving Credit Loans include actions taken or to be taken by a Subservicer on behalf of the Master Servicer and any amount actually received by such Subservicer in respect of a Revolving Credit Loan shall be deemed to have been received by the Master Servicer whether or not actually received by the Master Servicer. Each Subservicing Agreement will be upon such terms and conditions as are not inconsistent with this Servicing Agreement and as the Master Servicer and the Subservicer have agreed. With the approval of the Master Servicer, a Subservicer may delegate its servicing obligations to third-party servicers, but such Subservicers will remain obligated under the related Subservicing Agreements. The Master Servicer and the Subservicer may enter into amendments to the related Subservicing Agreements; provided, however, that any such amendments shall not cause the Revolving Credit Loans to be serviced in a manner that would be materially inconsistent with the standards set forth in this Servicing Agreement. The Master Servicer shall be entitled to terminate any Subservicing Agreement in accordance with the terms and conditions thereof and without any limitation by virtue of this Servicing Agreement; provided, however, that in the event of termination of any Subservicing Agreement by the Master Servicer or the Subservicer, the Master Servicer shall either act as servicer of the related Revolving Credit Loan or enter into a Subservicing Agreement with a successor Subservicer which will be bound by the terms of the related Subservicing Agreement. The Master Servicer shall be entitled to enter into any agreement with a Subservicer for indemnification of the Master Servicer and nothing contained in this Servicing Agreement shall be deemed to limit or modify such indemnification. In the event that the rights, duties and obligations of the Master Servicer are terminated hereunder, any successor to the Master Servicer in its sole discretion may, to the extent permitted by applicable law, terminate the existing Subservicing Agreement with any Subservicer in accordance with the terms of the applicable Subservicing Agreement or assume the terminated Master Servicer's rights and obligations under such subservicing arrangements which termination or assumption will not violate the terms of such arrangements. As part of its servicing activities hereunder, the Master Servicer, for the benefit of the Securityholders and the Credit Enhancer, shall use reasonable efforts to enforce the obligations of each Subservicer under the related Subservicing Agreement, to the extent that the non-performance of any such obligation would have a material adverse effect on a Revolving Credit Loan. Such enforcement, including, without limitation, the legal prosecution of claims, termination of Subservicing Agreements and the pursuit of other appropriate remedies, shall be in such form and carried out to such an extent and at such time as the Master Servicer, in its good faith business judgment, would require were it the owner of the related Revolving Credit 8 Loans. The Master Servicer shall pay the costs of such enforcement at its own expense, and shall be reimbursed therefor only (i) from a general recovery resulting from such enforcement to the extent, if any, that such recovery exceeds all amounts due in respect of the related Revolving Credit Loan or (ii) from a specific recovery of costs, expenses or attorneys fees against the party against whom such enforcement is directed. Section 3.0 Collection of Certain Revolving Credit Loan Payments. The Master Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Revolving Credit Loans, and shall, to the extent such procedures shall be consistent with this Servicing Agreement and generally consistent with the Program Guide, follow such collection procedures as shall be normal and usual in its general mortgage servicing activities. Consistent with the foregoing, and without limiting the generality of the foregoing, the Master Servicer may in its discretion waive any late payment charge, penalty interest or other fees which may be collected in the ordinary course of servicing such Revolving Credit Loan. The Master Servicer may also extend the Due Date for payment due on a Revolving Credit Loan in accordance with the Program Guide, provided, however, that the Master Servicer shall first determine that any such waiver or extension will not impair the coverage of any related insurance policy or materially adversely affect the lien of the related Mortgage (except as described below) or the interests of the Securityholders and the Credit Enhancer. Consistent with the terms of this Servicing Agreement, the Master Servicer may also: (i) waive, modify or vary any term of any Revolving Credit Loan (including reduce the Credit Limit with respect to any Revolving Credit Loan); (ii) consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor; (iii) arrange with a Mortgagor a schedule for the payment of principal and interest due and unpaid; (iv) forgive any portion of the amounts contractually owed under the Revolving Credit Loan; (v) capitalize any past due amounts owed under the Revolving Credit Loan by adding amounts in arrearage to the existing principal balance of the Revolving Credit Loan (a "Capitalization Workout"), provided, however, that the Master Servicer shall not enter into a Capitalization Workout unless the Combined Loan-to-Value Ratio of the Revolving Credit Loan prior to the Capitalization Workout equals or exceeds 80%; (vi) reset the due date for the Revolving Credit Loan, or any combination of the foregoing; if in the Master Servicer's determination such waiver, modification, postponement or indulgence, arrangement or other action referred to above is not materially adverse to the interests of the Securityholders or the Credit Enhancer and is generally consistent with the Master Servicer's 9 policies with respect to revolving credit loans similar to Revolving Credit Loans; provided, however, that the Master Servicer may not modify or permit any Subservicer to modify any Revolving Credit Loan (including without limitation any modification that would change the Loan Rate, forgive the payment of any principal or interest (unless in connection with the liquidation of the related Revolving Credit Loan), capitalize any arrearage for the related Revolving Credit Loan or extend the final maturity date of such Revolving Credit Loan) unless such Revolving Credit Loan is in default or, in the judgment of the Master Servicer, such default is reasonably foreseeable. The general terms of any waiver, modification, postponement or indulgence with respect to any of the Revolving Credit Loans will be included in the Servicing Certificate, and such Revolving Credit Loans will not be considered "delinquent" for the purposes of the Basic Documents so long as the Mortgagor complies with the terms of such waiver, modification, post- ponement or indulgence. In addition, if a Revolving Credit Loan is in default or, in the judgment of the Master Servicer, such default is reasonably foreseeable, the Master Servicer may, through modification, convert such Revolving Credit Loan to a fully amortizing closed-end loan. Notwithstanding the foregoing, the Master Servicer in its sole discretion (i) may permit the Mortgagor (or may enter into a modification agreement which will allow the Mortgagor) to make monthly payments, with respect to any Billing Cycle during the related Draw Period, in a minimum amount that will be equal to the related finance charge for such Billing Cycle and (ii) may reduce the amount of the Credit Limit (to an amount no less than the then current Principal Balance of such Revolving Credit Loan) in connection with any refinancing of a senior lien pursuant to the second paragraph of Section 3.01(a) of this Agreement. The Master Servicer shall establish a Custodial Account, which shall be an Eligible Account in which the Master Servicer shall deposit or cause to be deposited any amounts repre- senting payments and collections in respect of the Revolving Credit Loans received by it subse- quent to the Cut-off Date (other than in respect of the payments referred to in the following paragraph) within one Business Day following receipt thereof (or otherwise on or prior to the Closing Date), including the following payments and collections received or made by it (without duplication): (i) all payments of principal or interest on the Revolving Credit Loans received by the Master Servicer from the respective Subservicer, net of any portion of the interest thereof retained by the Subservicer as Subservicing Fees; (ii) the aggregate Repurchase Price of the Revolving Credit Loans purchased by the Master Servicer pursuant to Section 3.15; (iii) Net Liquidation Proceeds net of any related Foreclosure Profit; (iv) all proceeds of any Revolving Credit Loans repurchased by the Seller pursuant to the Revolving Credit Loan Purchase Agreement, and all Substitution Adjustment Amounts required to be deposited in connection with the substitution of an Eligible Substitute Loan pursuant to the Revolving Credit Loan Purchase Agreement; 10 (v) insurance proceeds, other than Net Liquidation Proceeds, resulting from any insurance policy maintained on a Mortgaged Property; and (vi) amounts required to be paid by the Master Servicer pursuant to Section 8.08. provided, however, that with respect to each Collection Period, the Master Servicer shall be permitted to retain from payments in respect of interest on the Revolving Credit Loans, the Master Servicing Fee for such Collection Period. The foregoing requirements respecting deposits to the Custodial Account are exclusive, it being understood that, without limiting the generality of the foregoing, the Master Servicer need not deposit in the Custodial Account amounts representing Foreclosure Profits, fees (including annual fees) or late charge penalties payable by Mortgagors (such amounts to be retained as additional servicing compensation in accordance with Section 3.09 hereof), or amounts received by the Master Servicer for the accounts of Mortgagors for application towards the payment of taxes, insurance premiums, assessments and similar items. In the event any amount not required to be deposited in the Custodial Account is so deposited, the Master Servicer may at any time withdraw such amount from the Custodial Account, any provision herein to the contrary notwithstanding. The Custodial Account may contain funds that belong to one or more trust funds created for the notes or certificates of other series and may contain other funds respecting payments on revolving credit loans or other mortgage loans belonging to the Master Servicer or serviced or master serviced by it on behalf of others. Notwithstanding such commingling of funds, the Master Servicer shall keep records that accurately reflect the funds on deposit in the Custodial Account that have been identified by it as being attributable to the Revolving Credit Loans and shall hold all collections in the Custodial Account to the extent they represent collections on the Revolving Credit Loans for the benefit of the Trust, the Securityholders and the Indenture Trustee, as their interests may appear. The Master Servicer shall retain all Foreclosure Profits as additional servicing compensation. The Master Servicer may cause the institution maintaining the Custodial Account to invest any funds in the Custodial Account in Permitted Investments (including obligations of the Master Servicer or any of its Affiliates, if such obligations otherwise qualify as Permitted Investments), which shall mature not later than the Business Day preceding the next Payment Date and shall not be sold or disposed of prior to its maturity. Except as provided above, all income and gain realized from any such investment shall inure to the benefit of the Master Servicer and shall be subject to its withdrawal or order from time to time. The amount of any losses incurred in respect of the principal amount of any such investments shall be deposited in the Custodial Account by the Master Servicer out of its own funds immediately as realized. The Master Servicer will require each Subservicer to hold all funds constituting collections on the Revolving Credit Loans, pending remittance thereof to the Master Servicer, in one or more accounts meeting the requirements of an Eligible Account, and invested in Permitted Investments. 11 Section 3.0 Withdrawals from the Custodial Account. The Master Servicer shall, from time to time as provided herein, make withdrawals from the Custodial Account of amounts on deposit therein pursuant to Section 3.02 that are attributable to the Revolving Credit Loans for the following purposes: (i) to deposit in the Payment Account, on the Business Day prior to each Payment Date, an amount equal to the Interest Collections and Principal Collections required to be distributed on such Payment Date; (ii) prior to either an Amortization Event or the Collection Period preceding the end of the Revolving Period, to pay to the Seller, the amount of any Additional Balances as and when created during the related Collection Period, provided, that the aggregate amount so paid to the Seller in respect of Additional Balances at any time during any Collection Period shall not exceed the amount of Principal Collections theretofore received for such Collection Period; (iii) to the extent deposited to the Custodial Account, to reimburse itself or the related Subservicer for previously unreimbursed expenses incurred in maintaining individual insurance policies pursuant to Section 3.04, or Liquidation Expenses, paid pursuant to Section 3.07 or otherwise reimbursable pursuant to the terms of this Servicing Agreement (to the extent not payable pursuant to Section 3.09), such withdrawal right being limited to amounts received on particular Revolving Credit Loans (other than any Repurchase Price in respect thereof) which represent late recoveries of the payments for which such advances were made, or from related Liquidation Proceeds or the proceeds of the purchase of such Revolving Credit Loan; (iv) to pay to itself out of each payment received on account of interest on a Revolving Credit Loan as contemplated by Section 3.09, an amount equal to the related Master Servicing Fee (to the extent not retained pursuant to Section 3.02), and to pay to any Subservicer any Subservicing Fees not previously withheld by the Subservicer; (v) to the extent deposited in the Custodial Account to pay to itself as additional servicing compensation any interest or investment income earned on funds deposited in the Custodial Account and Payment Account that it is entitled to withdraw pursuant to Sections 3.02(b) and 5.01; (vi) to the extent deposited in the Custodial Account, to pay to itself as additional servicing compensation any Foreclosure Profits (to the extent permitted by law); (vii) to pay to itself or the Seller, with respect to any Revolving Credit Loan or property acquired in respect thereof that has been purchased or otherwise transferred to the Seller, the Master Servicer or other entity, all amounts received thereon 12 and not required to be distributed to Securityholders as of the date on which the related Purchase Price or Repurchase Price is determined; (viii) to withdraw any other amount deposited in the Custodial Account that was not required to be deposited therein pursuant to Section 3.02; and (ix) after the occurrence of an Amortization Event, to pay to the Seller, the Excluded Amount for each Revolving Credit Loan. Since, in connection with withdrawals pursuant to clauses (iii), (iv), (vi) and (vii), the Master Servicer's entitlement thereto is limited to collections or other recoveries on the related Revolving Credit Loan, the Master Servicer shall keep and maintain separate accounting, on a Revolving Credit Loan by Revolving Credit Loan basis, for the purpose of justifying any withdrawal from the Custodial Account pursuant to such clauses. Notwithstanding any other provision of this Servicing Agreement, the Master Servicer shall be entitled to reimburse itself for any previously unreimbursed expenses incurred pursuant to Section 3.07 or otherwise reimbursable pursuant to the terms of this Servicing Agreement that the Master Servicer determines to be otherwise non- recoverable (except with respect to any Revolving Credit Loan as to which the Repurchase Price has been paid), by withdrawal from the Custodial Account of amounts on deposit therein attributable to the Revolving Credit Loans on any Business Day prior to the Payment Date succeeding the date of such determination. Section 3.0 Maintenance of Hazard Insurance; Property Protection Expenses. The Master Servicer shall cause to be maintained for each Revolving Credit Loan hazard insurance naming the Master Servicer or related Subservicer as loss payee thereunder providing extended coverage in an amount which is at least equal to the lesser of (i) the maximum insurable value of the improvements securing such Revolving Credit Loan from time to time or (ii) the combined principal balance owing on such Revolving Credit Loan and any mortgage loan senior to such Revolving Credit Loan from time to time; provided, however, that such coverage may not be less than the minimum amount required to fully compensate for any loss or damage on a replacement cost basis. The Master Servicer shall also cause to be maintained on property acquired upon fore- closure, or deed in lieu of foreclosure, of any Revolving Credit Loan, fire insurance with extended coverage in an amount which is at least equal to the amount necessary to avoid the application of any co-insurance clause contained in the related hazard insurance policy. Amounts collected by the Master Servicer under any such policies (other than amounts to be applied to the restoration or repair of the related Mortgaged Property or property thus acquired or amounts released to the Mortgagor in accordance with the Master Servicer's normal servicing procedures) shall be deposited in the Custodial Account to the extent called for by Section 3.02. In cases in which any Mortgaged Property is located at any time during the life of a Revolving Credit Loan in a federally designated flood area, the hazard insurance to be maintained for the related Revolving Credit Loan shall include flood insurance (to the extent available). All such flood insurance shall be in amounts equal to the lesser of (i) the amount required to compensate for any loss or damage to the Mortgaged Property on a replacement cost basis and (ii) the maximum 13 amount of such insurance available for the related Mortgaged Property under the national flood insurance program (assuming that the area in which such Mortgaged Property is located is participating in such program). The Master Servicer shall be under no obligation to require that any Mortgagor maintain earthquake or other additional insurance and shall be under no obligation itself to maintain any such additional insurance on property acquired in respect of a Revolving Credit Loan, other than pursuant to such applicable laws and regulations as shall at any time be in force and as shall require such additional insurance. If the Master Servicer shall obtain and maintain a blanket policy consistent with its general mortgage servicing activities insuring against hazard losses on all of the Revolving Credit Loans, it shall conclusively be deemed to have satis- fied its obligations as set forth in the first sentence of this Section 3.04, it being understood and agreed that such policy may contain a deductible clause, in which case the Master Servicer shall, in the event that there shall not have been maintained on the related Mortgaged Property a policy complying with the first sentence of this Section 3.04 and there shall have been a loss which would have been covered by such policy, deposit in the Custodial Account the amount not otherwise payable under the blanket policy because of such deductible clause. Any such deposit by the Master Servicer shall be made on the last Business Day of the Collection Period in the month in which payments under any such policy would have been deposited in the Custodial Account. In connection with its activities as servicer of the Revolving Credit Loans, the Master Servicer agrees to present, on behalf of itself, the Issuer and the Indenture Trustee, claims under any such blanket policy. Section 3.0 Modification Agreements; Release or Substitution of Lien. (a) The Master Servicer or the related Subservicer, as the case may be, shall be entitled to (A) execute assumption agreements, substitution agreements, and instruments of satisfaction or cancellation or of partial or full release or discharge, or any other document contemplated by this Servicing Agreement and other comparable instruments with respect to the Revolving Credit Loans and with respect to the Mortgaged Properties subject to the Mortgages (and the Issuer and the Indenture Trustee each shall promptly execute any such documents on request of the Master Servicer) and (B) approve the granting of an easement thereon in favor of another Person, any alteration or demolition of the related Mortgaged Property or other similar matters, if it has determined, exercising its good faith business judgment in the same manner as it would if it were the owner of the related Revolving Credit Loan, that the security for, and the timely and full collectability of, such Revolving Credit Loan would not be adversely affected thereby. A partial release pursuant to this Section 3.05 shall be permitted only if the Combined Loan-to-Value Ratio for such Revolving Credit Loan after such partial release does not exceed the Combined Loan-to-Value Ratio for such Revolving Credit Loan as of the Cut-off Date. Any fee collected by the Master Servicer or the related Subservicer for processing such request will be retained by the Master Servicer or such Subservicer as additional servicing compensation. (b) The Master Servicer may enter into an agreement with a Mortgagor to release the lien on the Mortgaged Property relating to a Revolving Credit Loan (the "Existing Lien"), if at the time of such agreement the Revolving Credit Loan is current in payment of principal and interest, under any of the following circumstances: 14 (i) in any case in which, simultaneously with the release of the Existing Lien, the Mortgagor executes and delivers to the Master Servicer a Mortgage on a substitute Mortgaged Property, provided that the Combined Loan-to-Value Ratio of the Revolving Credit Loan (calculated based on the Appraised Value of the substitute Mortgaged Property) is not greater than the Combined Loan-to-Value Ratio prior to releasing the Existing Lien; (ii) in any case in which, simultaneously with the release of the Existing Lien, the Mortgagor executes and delivers to the Master Servicer a Mortgage on a substitute Mortgaged Property, provided that: (A) the Combined Loan-to-Value Ratio of the Revolving Credit Loan (calculated based on the Appraised Value of the substitute Mortgaged Property) is not greater than the lesser of (1) 100% and (2) 105% of the Combined Loan-to-Value Ratio prior to releasing the Existing Lien; and (B) the Master Servicer determines that at least two appropriate compensating factors are present (compensating factors may include, without limitation, an increase in the Mortgagor's monthly cash flow after debt service, the Mortgagor's debt-to-income ratio has not increased since origination, or an increase in the Mortgagor's credit score); or (iii) in any case in which, at the time of release of the Existing Lien, the Mortgagor does not provide the Master Servicer with a Mortgage on a substitute Mortgaged Property (any Revolving Credit Loan that becomes and remains unsecured in accordance with this subsection, an "Unsecured Loan"), provided that: (A) the current Combined Loan-to-Value Ratio is greater than or equal to 85%; (B) the Master Servicer shall not permit the release of an Existing Lien under this clause (iii) as to more than 100 Revolving Credit Loans in any calendar year; (C) at no time shall the aggregate Principal Balance of Unsecured Loans exceed 2.5% of the then Pool Balance; (D) the Mortgagor agrees to an automatic debit payment plan; and (E) the Master Servicer shall provide notice to each Rating Agency that has requested notice of such releases. In connection with any Unsecured Loan, the Master Servicer may require the Mortgagor to enter into an agreement under which: (i) the Loan Rate may be increased effective until a substitute Mortgage meeting the criteria under (i) or (ii) above is provided; or (ii) any other provision may be made which the Master Servicer considers to be appropriate. Thereafter, the Master Servicer shall determine in its discretion whether to accept any proposed Mortgage on any substitute Mortgaged Property as security for the Revolving Credit Loan, and the Master Servicer may require the Mortgagor to agree to any further conditions which the Master Servicer considers appropriate in connection with such substitution, which may include a reduction of the Loan Rate (but not below the Loan Rate in effect at the Closing Date). Any Revolving Credit Loan as to which a Mortgage on a substitute Mortgaged Property is provided in accordance with the preceding sentence shall no longer be deemed to be an Unsecured Loan. Section 3.0 Trust Estate; Related Documents. When required by the provisions of this Servicing Agreement, the Issuer or the Indenture Trustee shall execute instruments to release 15 property from the terms of the Trust Agreement, Indenture or Custodial Agreement, as applicable, or convey the Issuer's or the Indenture Trustee's interest in the same, in a manner and under circumstances which are not inconsistent with the provisions of this Servicing Agreement. No party relying upon an instrument executed by the Issuer or the Indenture Trustee as provided in this Section 3.06 shall be bound to ascertain the Issuer's or the Indenture Trustee's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. If from time to time the Master Servicer shall deliver to the Custodian copies of any written assurance, assumption agreement or substitution agreement or other similar agreement pursuant to Section 3.05, the Custodian shall check that each of such documents purports to be an original executed copy (or a copy of the original executed document if the original executed copy has been submitted for recording and has not yet been returned) and, if so, shall file such documents, and upon receipt of the original executed copy from the applicable recording office or receipt of a copy thereof certified by the applicable recording office shall file such originals or certified copies with the Related Documents. If any such documents submitted by the Master Servicer do not meet the above qualifications, such documents shall promptly be returned by the Custodian to the Master Servicer, with a direction to the Master Servicer to forward the correct documentation. Upon receipt of a Request for Release from the Master Servicer, substantially in the form of Exhibit C (or an electronic request in a form acceptable to the Custodian) to the effect that a Revolving Credit Loan has been the subject of a final payment or a prepayment in full and the related Revolving Credit Loan has been terminated or that substantially all Liquidation Proceeds which have been determined by the Master Servicer in its reasonable judgment to be finally recoverable have been recovered, and upon deposit to the Custodial Account of such final monthly payment, prepayment in full together with accrued and unpaid interest to the date of such payment with respect to such Revolving Credit Loan or, if applicable, Liquidation Proceeds, the Custodian shall promptly release the Related Documents to the Master Servicer, which the Indenture Trustee shall execute, along with such documents as the Master Servicer or the Mortgagor may request to evidence satisfaction and discharge of such Revolving Credit Loan, upon request of the Master Servicer. If from time to time and as appropriate for the servicing or foreclosure of any Revolving Credit Loan, the Master Servicer requests the Custodian to release the Related Documents and delivers to the Custodian a trust receipt reasonably satisfactory to the Custodian and signed by a Responsible Officer of the Master Servicer, the Custodian shall release the Related Documents to the Master Servicer. If such Revolving Credit Loans shall be liquidated and the Custodian receives a certificate from the Master Servicer as provided above, then, upon request of the Master Servicer, the Custodian shall release the trust receipt to the Master Servicer. Section 3.0 Realization Upon Defaulted Revolving Credit Loans; Loss Mitigation. With respect to such of the Revolving Credit Loans as come into and continue in default, the Master Servicer will decide whether to (i) foreclose upon the Mortgaged Properties securing such Revo- lving Credit Loans, (ii) write off the unpaid principal balance of the Revolving Credit Loans as bad debt, (iii) take a deed in lieu of foreclosure, (iv) accept a short sale (a payoff of the Revolving 16 Credit Loan for an amount less than the total amount contractually owed in order to facilitate a sale of the Mortgaged Property by the Mortgagor) or permit a short refinancing (a payoff of the Revolving Credit Loan for an amount less than the total amount contractually owed in order to facilitate refinancing transactions by the Mortgagor not involving a sale of the Mortgaged Property), (v) arrange for a repayment plan, (vi) agree to a modification in accordance with this Servicing Agreement, or (vii) take an unsecured note, in connection with a negotiated release of the lien of the Mortgage in order to facilitate a settlement with the Mortgagor; in each case subject to the rights of any related first lien holder; provided that in connection with the foregoing if the Master Servicer has actual knowledge that any Mortgaged Property is affected by hazardous or toxic wastes or substances and that the acquisition of such Mortgaged Property would not be commercially reasonable, then the Master Servicer will not cause the Issuer or the Indenture Trustee to acquire title to such Mortgaged Property in a foreclosure or similar proceeding. In connection with such decision, the Master Servicer shall follow such practices (including, in the case of any default on a related senior mortgage loan, the advancing of funds to correct such default if deemed to be appropriate by the Master Servicer) and procedures as it shall deem necessary or advisable and as shall be normal and usual in its general mortgage servicing activities and as shall be required or permitted by the Program Guide; provided that the Master Servicer shall not be liable in any respect hereunder if the Master Servicer is acting in connection with any such foreclosure or attempted foreclosure which is not completed or other conversion in a manner that is consistent with the provisions of this Servicing Agreement. The foregoing is subject to the proviso that the Master Servicer shall not be required to expend its own funds in connection with any foreclosure or attempted foreclosure which is not completed or towards the correction of any default on a related senior mortgage loan or restoration of any property unless it shall determine that such expenditure will increase Net Liquidation Proceeds. In the event of a determination by the Master Servicer that any such expenditure previously made pursuant to this Section 3.07 will not be reimbursable from Net Liquidation Proceeds, the Master Servicer shall be entitled to reimbursement of its funds so expended pursuant to Section 3.03. Notwithstanding any provision of this Servicing Agreement, a Revolving Credit Loan may be deemed to be finally liquidated if substantially all amounts expected by the Master Servicer to be received in connection with the related defaulted Revolving Credit Loan have been received; provided, however, that any subsequent collections with respect to any such Revolving Credit Loan shall be deposited to the Custodial Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Master Servicer may take into account minimal amounts of additional receipts expected to be received or any estimated additional liquidation expenses expected to be incurred in connection with the related defaulted Revolving Credit Loan. In the event that title to any Mortgaged Property is acquired in foreclosure or by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Indenture Trustee, who shall hold the same on behalf of the Issuer in accordance with Section 3.13 of the Indenture. Notwithstanding any such acquisition of title and cancellation of the related Revolving Credit 17 Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Revolving Credit Loan held as an asset of the Issuer until such time as such property shall be sold. Consistent with the foregoing for purposes of all calculations hereunder, so long as such Mortgaged Property shall be considered to be an outstanding Revolving Credit Loan it shall be assumed that, notwithstanding that the indebtedness evidenced by the related Credit Line Agreement shall have been discharged, such Credit Line Agreement in effect at the time of any such acquisition of title before any adjustment thereto by reason of any bankruptcy or similar proceeding or any moratorium or similar waiver or grace period will remain in effect. Any proceeds from foreclosure proceedings or the purchase or repurchase of any Revolving Credit Loan pursuant to the terms of this Servicing Agreement, as well as any recovery resulting from a collection of Liquidation Proceeds or Insurance Proceeds, will be applied in the following order of priority: first, to reimburse the Master Servicer or the related Subservicer in accordance with this Section 3.07; second, to the Master Servicer or the related Subservicer, all Servicing Fees payable therefrom; third, to the extent of accrued and unpaid interest on the related Revolving Credit Loan, at the Net Loan Rate to the Payment Date on which such amounts are to be deposited in the Payment Account; fourth, as a recovery of principal on the Revolving Credit Loan; and fifth, to Foreclosure Profits. Section 3.0 Issuer and Indenture Trustee to Cooperate. On or before each Payment Date, the Master Servicer will notify the Indenture Trustee or the Custodian, with a copy to the Issuer, of the termination of or the payment in full and the termination of any Revolving Credit Loan during the preceding Collection Period. Upon receipt of payment in full, the Master Servicer is authorized to execute, pursuant to the authorization contained in Section 3.01, if the assignments of Mortgage have been recorded if required under the Revolving Credit Loan Purchase Agreement, an instrument of satisfaction regarding the related Mortgage, which instrument of satisfaction shall be recorded by the Master Servicer if required by applicable law and be delivered to the Person entitled thereto. It is understood and agreed that any expenses incurred in connection with such instrument of satisfaction or transfer shall be reimbursed from amounts deposited in the Custodial Account. From time to time and as appropriate for the servicing or foreclosure of any Revolving Credit Loan, the Indenture Trustee or the Custodian shall, upon request of the Master Servicer and delivery to the Indenture Trustee or Custodian, with a copy to the Issuer, of a Request for Release, in the form annexed hereto as Exhibit C (or an electronic request, in a form acceptable to the Custodian), signed by a Servicing Officer, release or cause to be released the related Mortgage File to the Master Servicer and the Issuer or Indenture Trustee shall promptly execute such documents, in the forms provided by the Master Servicer, as shall be necessary for the prosecution of any such proceedings or the taking of other servicing actions. Such trust receipt shall obligate the Master Servicer to return the Mortgage File to the Indenture Trustee or the Custodian (as specified in such receipt) when the need therefor by the Master Servicer no longer exists unless the Revolving Credit Loan shall be liquidated, in which case, upon receipt of a certificate of a Servicing Officer similar to that hereinabove specified, the trust receipt shall be released to the Master Servicer. [ 18 In order to facilitate the foreclosure of the Mortgage securing any Revolving Credit Loan that is in default following recordation of the assignments of Mortgage in accordance with the provisions of the Revolving Credit Loan Purchase Agreement, the Indenture Trustee or the Issuer shall, if so requested in writing by the Master Servicer, promptly execute an appropriate assignment in the form provided by the Master Servicer to assign such Revolving Credit Loan for the purpose of collection to the Master Servicer (any such assignment shall unambiguously indicate that the assignment is for the purpose of collection only), and, upon such assignment, such assignee for collection will thereupon bring all required actions in its own name and otherwise enforce the terms of the Revolving Credit Loan and deposit or credit the Net Liquidation Proceeds, exclusive of Foreclosure Profits, received with respect thereto in the Custodial Account. In the event that all delinquent payments due under any such Revolving Credit Loan are paid by the Mortgagor and any other defaults are cured, then the assignee for collection shall promptly reassign such Revolving Credit Loan to the Indenture Trustee and return all Related Documents to the place where the related Mortgage File was being maintained. In connection with the Issuer's obligation to cooperate as provided in this Section 3.08 and all other provisions of this Servicing Agreement requiring the Issuer to authorize or permit any actions to be taken with respect to the Revolving Credit Loans, the Indenture Trustee, as pledgee of the Revolving Credit Loans and as assignee of record of the Revolving Credit Loans on behalf of the Issuer pursuant to Section 3.13 of the Indenture, expressly agrees, on behalf of the Issuer, to take all such actions on behalf of the Issuer and to promptly execute and return all instruments reasonably required by the Master Servicer in connection therewith; provided that if the Master Servicer shall request a signature of the Indenture Trustee, on behalf of the Issuer, the Master Servicer will deliver to the Indenture Trustee an Officer's Certificate stating that such signature is necessary or appropriate to enable the Master Servicer to carry out its servicing and admin- istrative duties under this Servicing Agreement. Section 3.0 Servicing Compensation; Payment of Certain Expenses by Master Servicer. The Master Servicer shall be entitled to receive the Master Servicing Fee in accordance with Sections 3.02 and 3.03 as compensation for its services in connection with servicing the Revolving Credit Loans. Moreover, additional servicing compensation in the form of late payment charges and other receipts not required to be deposited in the Custodial Account as specified in Section 3.02 shall be retained by the Master Servicer. The Master Servicer shall be required to pay all expenses incurred by it in connection with its activities hereunder (including payment of all other fees and expenses not expressly stated hereunder to be for the account of the Securityholders, including, without limitation, the fees and expenses of the Owner Trustee, Indenture Trustee and any Custodian) and shall not be entitled to reimbursement therefor. Section 3. Annual Statement as to Compliance. The Master Servicer will deliver to the Issuer, each Underwriter and the Indenture Trustee, with a copy to the Credit Enhancer, on or before March 31 of each year, beginning March 31, 1999, an Officer's Certificate stating that (i) a review of the activities of the Master Servicer during the preceding calendar year and of its performance under servicing agreements, including this Servicing Agreement has been made 19 under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Master Servicer has complied in all material respects with the minimum servicing standards set forth in the Uniform Single Attestation Program for Mortgage Bankers and has fulfilled all of its material obligations in all material respects throughout such year, or, if there has been material noncompliance with such servicing standards or a default in the fulfillment in all material respects of any such obligation relating to this Servicing Agreement, such statement shall include a description of such noncompliance or specify each such default, as the case may be, known to such officer and the nature and status thereof. The Master Servicer shall deliver to the Issuer and the Indenture Trustee, with a copy to the Credit Enhancer, promptly after having obtained knowledge thereof, but in no event later than five Business Days thereafter, written notice by means of an Officer's Certificate of any event which with the giving of notice or the lapse of time or both, would become a Servicing Default. Section 3. Annual Servicing Report. On or before March 31 of each year, beginning March 31, 1999, the Master Servicer at its expense shall cause a firm of nationally recognized independent public accountants (who may also render other services to the Master Servicer) to furnish a report to the Issuer, the Indenture Trustee, the Depositor, each Underwriter, the Credit Enhancer and each Rating Agency stating its opinion that, on the basis of an examination conducted by such firm substantially in accordance with standards established by the American Institute of Certified Public Accountants, the assertions made pursuant to Section 3.10 regarding compliance with the minimum servicing standards set forth in the Uniform Single Attestation Program for Mortgage Bankers during the preceding calendar year are fairly stated in all material respects, subject to such exceptions and other qualifications that, in the opinion of such firm, such accounting standards require it to report. In rendering such statement, such firm may rely, as to matters relating to the direct servicing of revolving credit loans by Subservicers, upon comparable statements for examinations conducted by independent public accountants substantially in accordance with standards established by the American Institute of Certified Public Accountants (rendered within one year of such statement) with respect to such Subservicers. Section 3. Access to Certain Documentation and Information Regarding the Revolving Credit Loans. Whenever required by statute or regulation, the Master Servicer shall provide to the Credit Enhancer, any Securityholder upon reasonable request (or a regulator for a Securityholder) or the Indenture Trustee, reasonable access to the documentation regarding the Revolving Credit Loans such access being afforded without charge but only upon reasonable request and during normal business hours at the offices of the Master Servicer. Nothing in this Section 3.12 shall derogate from the obligation of the Master Servicer to observe any applicable law prohibiting disclosure of information regarding the Mortgagors and the failure of the Master Servicer to provide access as provided in this Section 3.12 as a result of such obligation shall not constitute a breach of this Section 3.12. 20 Section 3. Maintenance of Certain Servicing Insurance Policies. The Master Servicer shall during the term of its service as servicer maintain in force (i) a policy or policies of insurance covering errors and omissions in the performance of its obligations as master servicer hereunder and (ii) a fidelity bond in respect of its officers, employees or agents. Each such policy or policies and bond shall be at least equal to the coverage that would be required by FNMA or FHLMC, whichever is greater, for Persons performing servicing for revolving credit loans purchased by such entity. Section 3. Information Required by the Internal Revenue Service and Reports of Foreclosures and Abandonments of Mortgaged Property. The Master Servicer shall prepare and deliver all federal and state information reports with respect to the Revolving Credit Loans when and as required by all applicable state and federal income tax laws. In particular, with respect to the requirement under Section 6050J of the Code to the effect that the Master Servicer or Subservicer shall make reports of foreclosures and abandonments of any mortgaged property for each year beginning in 1998, the Master Servicer or Subservicer shall file reports relating to each instance occurring during the previous calendar year in which the Master Servicer (i) on behalf of the Issuer, acquires an interest in any Mortgaged Property through foreclosure or other comparable conversion in full or partial satisfaction of a Revolving Credit Loan, or (ii) knows or has reason to know that any Mortgaged Property has been abandoned. The reports from the Master Servicer or Subservicer shall be in form and substance sufficient to meet the reporting requirements imposed by Section 6050J and Section 6050H (reports relating to mortgage interest received) of the Code. Section 3. Optional Repurchase of Defaulted Revolving Credit Loans. Notwith- standing any provision in Section 3.07 to the contrary, the Master Servicer, at its option and in its sole discretion, may repurchase any Revolving Credit Loan delinquent in payment for a period of 60 days or longer for a price equal to the Repurchase Price. 21 ARTICLE Servicing Certificate Section 4.0 Statements to Securityholders. With respect to each Payment Date, on the Business Day following the related Determination Date, the Master Servicer shall forward to the Indenture Trustee and the Indenture Trustee pursuant to Section 3.26 of the Indenture shall forward or cause to be forwarded by mail to each Certificateholder, Noteholder, the Credit Enhancer, the Depositor, the Owner Trustee, the Certificate Paying Agent and each Rating Agency, a statement setting forth the following information (the "Servicing Certificate") as to the Notes and Certificates, to the extent applicable: (i) the aggregate amount of (a) Interest Collections, (b) Principal Collections and (c) Substitution Adjustment Amounts; (ii) the amount of such distribution as principal to the Noteholders; (iii) the amount of such distribution as interest to the Noteholders, separately stating the portion thereof in respect of overdue accrued interest; (iv) the amount of any Credit Enhancement Draw Amount, if any, for such Payment Date and the aggregate amount of prior draws thereunder not yet reimbursed; (v) the amount of such distribution as principal and interest to the Certificateholders of the Certificates, separately stating the portion thereof which resulted in a reduction of the Certificate Principal Balance thereof; (vi) the aggregate Loan Balance of the Revolving Credit Loans as of the end of the preceding Collection Period; (vii) the aggregate amount of Additional Balances created during the previous Collection Period conveyed to the Issuer; (viii) the number and aggregate Loan Balances of Revolving Credit Loans (a) as to which the Minimum Monthly Payment is Delinquent for 30-59 days, 60-89 days and 90 or more days, respectively, (b) that are foreclosed and (c) that have become REO, in each case as of the end of the related Collection Period; provided, however, that such information will not be provided on the statements relating to the first Payment Date; (ix) the weighted average Net Loan Rate for the related Collection Period; (x) the aggregate Liquidation Loss Amounts with respect to the related Collection Period, the amount of any Liquidation Loss Distribution Amounts with respect 22 to the Notes, and the aggregate of the Liquidation Loss Amounts from all Collection Periods to date expressed as dollars and as a percentage of the aggregate Cut-off Date Loan Balance; (xi) the aggregate Excess Loss Amounts with respect to the related Collection Period and the aggregate of the Excess Loss Amounts from all Collection Periods to date; (xii) the aggregate Special Hazard Losses, Fraud Losses, Bankruptcy Losses and losses caused by or resulting from an Extraordinary Event with respect to the related Collection Period and the aggregate of each of such losses from all Collection Periods to date; (xiii) the Note Balance of each Class of Notes and the Certificate Principal Balance of the Certificates after giving effect to the distribution of principal on such Payment Date; (xiv) the aggregate Servicing Fees for the related Collection Period and the aggregate amount of Draws for the related Collection Period; (xv) the number and amount of any increases in the Credit Limits of the Revolving Credit Loans during the related Collection Period; (xvi) the Outstanding Reserve Amount, the Undercollateralization Amount, the Special Hazard Amount, the Fraud Loss Amount, the Bankruptcy Loss Amount and the Reserve Amount Target immediately following such Payment Date; and (xvii) (a) the number and principal amount of release agreements pursuant to Section 3.05(b) entered into during the calendar year and since the Closing Date, stated separately, for the Revolving Credit Loans and, the aggregate outstanding principal amount of such release agreements expressed as a percentage of the Pool Balance with information provided separately with respect to all Unsecured Loans and (b) the number and principal amount of Capitalization Workouts pursuant to Section 3.02(a)(v) entered into during the calendar year and since the Closing Date, stated separately for the Revolving Credit Loans, and the aggregate outstanding amount of the Capitalization Workouts expressed as a percentage of the Pool Balance. In the case of information furnished pursuant to clauses (ii) and (iii) above, the amounts shall be expressed as an aggregate dollar amount per Variable Funding Note, Term Note or Certificate, as applicable, with a $1,000 denomination. 23 In addition, the Master Servicer shall forward to the Indenture Trustee any other information reasonably requested by the Indenture Trustee necessary to make distributions pursuant to Section 3.05 of the Indenture. Prior to the close of business on the Business Day next succeeding each Determination Date, the Master Servicer shall furnish a written statement to the Certificate Paying Agent and the Indenture Trustee setting forth the aggregate amounts required to be withdrawn from the Custodial Account and deposited into the Payment Account on the Business Day preceding the related Payment Date pursuant to Section 3.03. The determination by the Master Servicer of such amounts shall, in the absence of obvious error, be presumptively deemed to be correct for all purposes hereunder and the Owner Trustee and Indenture Trustee shall be protected in relying upon the same without any independent check or verification. In addition, upon the Issuer's written request, the Master Servicer shall promptly furnish information reasonably requested by the Issuer that is reasonably available to the Master Servicer to enable the Issuer to perform its federal and state income tax reporting obligations. Section 4.0 Tax Reporting. So long as Residential Funding Corporation or any affiliate thereof owns 100% of the Certificates, then no separate federal and state income tax returns and information returns or reports will be filed with respect to the Issuer, and the Issuer will be treated as an entity wholly owned by Residential Funding Corporation or an affiliate thereof. 24 ARTICLE Payment Account Section 5.0 Payment Account. The Indenture Trustee shall establish and maintain a Payment Account titled "The Chase Manhattan Bank, as Indenture Trustee, for the benefit of the Securityholders, the Certificate Paying Agent and the Credit Enhancer pursuant to the Indenture, dated as of September 28, 1998, between Home Equity Loan Trust 1998-HS3 and The Chase Manhattan Bank". The Payment Account shall be an Eligible Account. On each Payment Date, amounts on deposit in the Payment Account will be distributed by the Indenture Trustee in accordance with Section 3.05 of the Indenture. The Indenture Trustee shall, upon written request from the Master Servicer, invest or cause the institution maintaining the Payment Account to invest the funds in the Payment Account in Permitted Investments designated in the name of the Indenture Trustee, which shall mature not later than the Business Day next preceding the Payment Date next following the date of such investment (except that (i) any investment in the institution with which the Payment Account is maintained may mature on such Payment Date and (ii) any other investment may mature on such Payment Date if the Indenture Trustee shall advance funds on such Payment Date to the Payment Account in the amount payable on such investment on such Payment Date, pending receipt thereof to the extent necessary to make distributions on the Securities) and shall not be sold or disposed of prior to maturity. All income and gain realized from any such investment shall be for the benefit of the Master Servicer and shall be subject to its withdrawal or order from time to time. The amount of any losses incurred in respect of any such investments shall be deposited in the Payment Account by the Master Servicer out of its own funds immediately as realized. 25 ARTICLE VI The Master Servicer Section 6.0 Liability of the Master Servicer. The Master Servicer shall be liable in accordance herewith only to the extent of the obligations specifically imposed upon and under- taken by the Master Servicer herein. Section 6.0 Merger or Consolidation of, or Assumption of the Obligations of, the Master Servicer. Any corporation into which the Master Servicer may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Master Servicer shall be a party, or any corporation succeeding to the business of the Master Servicer, shall be the successor of the Master Servicer, hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding. The Master Servicer may assign its rights and delegate its duties and obligations under this Servicing Agreement; provided that the Person accepting such assignment or delegation shall be a Person which is qualified to service revolving credit loans, is reasonably satisfactory to the Indenture Trustee (as pledgee of the Revolving Credit Loans), the Issuer and the Credit Enhancer, is willing to service the Revolving Credit Loans and executes and delivers to the Indenture Trustee and the Issuer an agreement, in form and substance reasonably satisfactory to the Credit Enhancer, the Indenture Trustee and the Issuer, which contains an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed or observed by the Master Servicer under this Servicing Agreement; provided further that each Rating Agency's rating of the Securities in effect immediately prior to such assignment and delegation will not be qualified, reduced, or withdrawn as a result of such assignment and delegation (as evidenced by a letter to such effect from each Rating Agency), if determined without regard to the Credit Enhancement Instrument; and provided further that the Owner Trustee receives an Opinion of Counsel to the effect that such assignment or delegation shall not cause the Owner Trust to be treated as a corporation for federal or state income tax purposes. Section 6.0 Limitation on Liability of the Master Servicer and Others. Neither the Master Servicer nor any of the directors or officers or employees or agents of the Master Servicer shall be under any liability to the Issuer, the Owner Trustee, the Indenture Trustee or the Securityholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Servicing Agreement, provided, however, that this provision shall not protect the Master Servicer or any such Person against any liability which would otherwise be imposed by reason of its willful misfeasance, bad faith or gross negligence in the performance of its duties hereunder or by reason of its reckless disregard of its obligations and duties hereunder. The Master Servicer and any director or officer or employee or agent of the Master Servicer may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Master Servicer and any director or officer 26 or employee or agent of the Master Servicer shall be indemnified by the Issuer and held harmless against any loss, liability or expense incurred in connection with any legal action relating to this Servicing Agreement or the Securities, including any amount paid to the Owner Trustee or the Indenture Trustee pursuant to Section 6.06(b), other than any loss, liability or expense incurred by reason of its willful misfeasance, bad faith or gross negligence in the performance of its duties hereunder or by reason of its reckless disregard of its obligations and duties hereunder. The Master Servicer shall not be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service the Revolving Credit Loans in accordance with this Servicing Agreement, and which in its opinion may involve it in any expense or liability; provided, however, that the Master Servicer may in its sole discretion undertake any such action which it may deem necessary or desirable in respect of this Servicing Agreement, and the rights and duties of the parties hereto and the interests of the Securityholders. In such event, the reasonable legal expenses and costs of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Issuer, and the Master Servicer shall be entitled to be reimbursed therefor. The Master Servicer's right to indemnity or reimbursement pursuant to this Section 6.03 shall survive any resignation or termination of the Master Servicer pursuant to Section 6.04 or 7.01 with respect to any losses, expenses, costs or liabilities arising prior to such resignation or termination (or arising from events that occurred prior to such resignation or termination). Section 6.0 Master Servicer Not to Resign. Subject to the provisions of Section 6.02, the Master Servicer shall not resign from the obligations and duties hereby imposed on it except (i) upon determination that the performance of its obligations or duties hereunder are no longer permissible under applicable law or are in material conflict by reason of applicable law with any other activities carried on by it or its subsidiaries or Affiliates, the other activities of the Master Servicer so causing such a conflict being of a type and nature carried on by the Master Servicer or its subsidiaries or Affiliates at the date of this Servicing Agreement or (ii) upon satisfaction of the following conditions: (a) the Master Servicer has proposed a successor servicer to the Issuer and the Indenture Trustee in writing and such proposed successor servicer is reasonably acceptable to the Issuer, the Indenture Trustee and the Credit Enhancer; (b) each Rating Agency shall have delivered a letter to the Issuer, the Credit Enhancer and the Indenture Trustee prior to the appoint- ment of the successor servicer stating that the proposed appointment of such successor servicer as Master Servicer hereunder will not result in the reduction or withdrawal of the then current rating of the Securities, if determined without regard to the Credit Enhancement Instrument; and (c) such proposed successor servicer is reasonably acceptable to the Credit Enhancer, as evidenced by a letter to the Issuer and the Indenture Trustee; provided, however, that no such resignation by the Master Servicer shall become effective until such successor servicer or, in the case of (i) above, the Indenture Trustee, as pledgee of the Revolving Credit Loans, shall have assumed the Master Servicer's responsibilities and obligations hereunder or the Indenture Trustee, as pledgee of the Revolving Credit Loans, shall have designated a successor servicer in accordance with Section 7.02. Any such resignation shall not relieve the Master Servicer of responsibility for any of the obligations specified in Sections 7.01 and 7.02 as obligations that survive the resignation or termination of the Master Servicer. Any such determination permitting the resignation of the 27 Master Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Indenture Trustee and the Credit Enhancer. Section 6.0 Delegation of Duties. In the ordinary course of business, the Master Servicer at any time may delegate any of its duties hereunder to any Person, including any of its Affiliates, who agrees to conduct such duties in accordance with standards comparable to those with which the Master Servicer complies pursuant to Section 3.01. Such delegation shall not relieve the Master Servicer of its liabilities and responsibilities with respect to such duties and shall not constitute a resignation within the meaning of Section 6.04. Section 6.0 Master Servicer to Pay Indenture Trustee's and Owner Trustee's Fees and Expenses; Indemnification. The Master Servicer covenants and agrees to pay to the Owner Trustee, the Indenture Trustee and any co-trustee of the Indenture Trustee or the Owner Trustee from time to time, and the Owner Trustee, the Indenture Trustee and any such co-trustee shall be entitled to, reasonable compensation (which shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust) for all services rendered by each of them in the execution of the trusts created under the Trust Agreement and the Indenture and in the exercise and performance of any of the powers and duties under the Trust Agreement or the Indenture, as the case may be, of the Owner Trustee, the Indenture Trustee and any co-trustee, and the Master Servicer will pay or reimburse the Indenture Trustee and any co-trustee upon request for all reasonable expenses, disbursements and advances incurred or made by the Indenture Trustee or any co-trustee in accordance with any of the provisions of this Servicing Agreement except any such expense, disbursement or advance as may arise from its negligence, wilful misfeasance or bad faith. The Master Servicer agrees to indemnify the Indenture Trustee and the Owner Trustee for, and to hold the Indenture Trustee and the Owner Trustee, as the case may be, harm- less against, any loss, liability or expense incurred without negligence, bad faith or willful mis- conduct on the part of the Indenture Trustee or the Owner Trustee, as the case may be, arising out of, or in connection with, the acceptance and administration of the Issuer and the assets thereof, including the costs and expenses (including reasonable legal fees and expenses) of defending the Indenture Trustee or the Owner Trustee, as the case may be, against any claim in connection with the exercise or performance of any of its powers or duties under any Basic Document, provided that: (i) with respect to any such claim, the Indenture Trustee or Owner Trustee, as the case may be, shall have given the Master Servicer written notice thereof promptly after the Indenture Trustee or Owner Trustee, as the case may be, shall have actual knowledge thereof; (ii) while maintaining control over its own defense, the Issuer, the Indenture Trustee or Owner Trustee, as the case may be, shall cooperate and consult fully with the Master Servicer in preparing such defense; and (iii) notwithstanding anything in this Servicing Agreement to the contrary, the Master Servicer shall not be liable for settlement of any claim by the Indenture Trustee or the Owner Trustee, as the case may be, entered into without the prior consent of the Master Servicer. No termination of this Servicing Agreement shall affect the obligations created by this Section 6.06 of the Master Servicer to indemnify the Indenture Trustee and the Owner Trustee under the conditions and to the extent set forth herein. Notwithstanding the foregoing, the indemnification provided by the Master Servicer in this Section 6.06(b) shall not pertain to any loss, liability or expense of the Indenture Trustee or the Owner Trustee, including the costs and expenses of defending itself against any claim, incurred in connection with any actions taken by the Indenture Trustee or the Owner Trustee at the direction of the Noteholders or Certificateholders, as the case may be, pursuant to the terms of this Servicing Agreement. 29 ARTICLE I Default Section 7.0 Servicing Default. If any one of the following events ("Servicing Default") shall occur and be continuing: (i) Any failure by the Master Servicer to deposit in the Custodial Account or Payment Account any deposit required to be made under the terms of this Servicing Agreement which continues unremedied for a period of five Business Days after the date upon which written notice of such failure shall have been given to the Master Servicer by the Issuer or the Indenture Trustee, or to the Master Servicer, the Issuer and the Indenture Trustee by the Credit Enhancer; or (ii) Failure on the part of the Master Servicer duly to observe or perform in any material respect any other covenants or agreements of the Master Servicer set forth in the Securities or in this Servicing Agreement, which failure, in each case, materially and adversely affects the interests of Securityholders or the Credit Enhancer and which continues unremedied for a period of 45 days after the date on which written notice of such failure, requiring the same to be remedied, and stating that such notice is a "Notice of Default" hereunder, shall have been given to the Master Servicer by the Issuer or the Indenture Trustee, or to the Master Servicer, the Issuer and the Indenture Trustee by the Credit Enhancer; or (iii) The entry against the Master Servicer of a decree or order by a court or agency or supervisory authority having jurisdiction in the premises for the appointment of a trustee, conservator, receiver or liquidator in any insolvency, conservatorship, receivership, readjustment of debt, marshalling of assets and liabilities or similar proceed- ings, or for the winding up or liquidation of its affairs, and the continuance of any such decree or order unstayed and in effect for a period of 60 consecutive days; or (iv) The Master Servicer shall voluntarily go into liquidation, consent to the appointment of a conservator, receiver, liquidator or similar person in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to the Master Servicer or of or relating to all or substantially all of its property, or a decree or order of a court, agency or supervisory authority having jurisdiction in the premises for the appointment of a conservator, receiver, liquidator or similar person in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Master Servicer and such decree or order shall have remained in force undischarged, unbonded or unstayed for a period of 60 days; or the Master Servicer shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make an 30 assignment for the benefit of its creditors or voluntarily suspend payment of its obligations, then, and in every such case, so long as a Servicing Default shall not have been remedied by the Master Servicer, either the Issuer or the Indenture Trustee, with the consent of the Credit Enhancer, or the Credit Enhancer, by notice then given in writing to the Master Servicer (and to the Issuer and the Indenture Trustee if given by the Credit Enhancer) may terminate all of the rights and obligations of the Master Servicer as servicer under this Servicing Agreement other than its right to receive servicing compen sation and expenses for servicing the Revolving Credit Loans hereunder during any period prior to the date of such termination and the Issuer or the Indenture Trustee, with the consent of the Credit Enhancer, or the Credit Enhancer may exercise any and all other remedies available at law or equity. Any such notice to the Master Servicer shall also be given to each Rating Agency, the Credit Enhancer and the Issuer. On or after the receipt by the Master Servicer of such written notice, all authority and power of the Master Servicer under this Servicing Agreement, whether with respect to the Securities or the Revolving Credit Loans or otherwise, shall pass to and be vested in the Indenture Trustee as pledgee of the Revolving Credit Loans, pursuant to and under this Section 7.01; and, without limitation, the Indenture Trustee is hereby authorized and empowered to execute and deliver, on behalf of the Master Servicer, as attorney-in-fact or otherwise, any and all documents and other instruments, and to do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination, whether to complete the transfer and endorsement of each Revolving Credit Loan and related docu ments, or otherwise. The Master Servicer agrees to cooperate with the Indenture Trustee in effecting the termination of the responsibilities and rights of the Master Servicer here under, including, without limitation, the transfer to the Indenture Trustee for the adminis tration by it of all cash amounts relating to the Revolving Credit Loans that shall at the time be held by the Master Servicer and to be deposited by it in the Custodial Account, or that have been deposited by the Master Servicer in the Custodial Account or thereafter received by the Master Servicer with respect to the Revolving Credit Loans. All reasonable costs and expenses (including, but not limited to, attorneys' fees) incurred in connection with amending this Servicing Agreement to reflect such succession as Master Servicer pursuant to this Section 7.01 shall be paid by the predecessor Master Servicer (or if the predecessor Master Servicer is the Indenture Trustee, the initial Master Servicer) upon presentation of reasonable documentation of such costs and expenses. Notwithstanding any termination of the activities of the Master Servicer hereunder, the Master Servicer shall be entitled to receive, out of any late collection of a payment on a Revolving Credit Loan which was due prior to the notice terminating the Master Servicer's rights and obligations hereunder and received after such notice, that portion to which the Master Servicer would have been entitled pursuant to Sections 3.03 and 3.09 as well as its Master Servicing Fee in respect thereof, and any other amounts payable to the Master Servicer hereunder the entitlement to which arose prior to the termination of its activities hereunder. 31 Notwithstanding the foregoing, a delay in or failure of performance under Section 7.01(i) or under Section 7.01(ii) after the applicable grace periods specified in such Sections, shall not constitute a Servicing Default if such delay or failure could not be prevented by the exercise of reasonable diligence by the Master Servicer and such delay or failure was caused by an act of God or the public enemy, acts of declared or undeclared war, public disorder, rebellion or sabotage, epidemics, landslides, lightning, fire, hurricanes, earthquakes, floods or similar causes. The pre- ceding sentence shall not relieve the Master Servicer from using reasonable efforts to perform its respective obligations in a timely manner in accordance with the terms of this Servicing Agreement and the Master Servicer shall provide the Indenture Trustee, the Credit Enhancer and the Securityholders with notice of such failure or delay by it, together with a description of its efforts to so perform its obligations. The Master Servicer shall immediately notify the Indenture Trustee, the Credit Enhancer and the Owner Trustee in writing of any Servicing Default. Section 7.0 Indenture Trustee to Act; Appointment of Successor. On and after the time the Master Servicer receives a notice of termination pursuant to Section 7.01 or sends a notice pursuant to Section 6.04, the Indenture Trustee as pledgee of the Revolving Credit Loans shall be the successor in all respects to the Master Servicer in its capacity as servicer under this Servicing Agreement and the transactions set forth or provided for herein and shall be subject to all the responsibilities, duties and liabilities relating thereto placed on the Master Servicer by the terms and provisions hereof. Nothing in this Servicing Agreement or in the Trust Agreement shall be construed to permit or require the Indenture Trustee to (i) succeed to the responsibilities, duties and liabilities of the initial Master Servicer in its capacity as Seller under the Revolving Credit Loan Purchase Agreement, (ii) be responsible or accountable for any act or omission of the Master Servicer prior to the issuance of a notice of termination hereunder, (iii) require or obli- gate the Indenture Trustee, in its capacity as successor Master Servicer, to purchase, repurchase or substitute any Revolving Credit Loan, (iv) fund any Additional Balances with respect to any Revolving Credit Loan, (v) fund any losses on any Permitted Investment directed by any other Master Servicer, or (vi) be responsible for the representations and warranties of the Master Servicer. As compensation therefor, the Indenture Trustee shall be entitled to such compensation as the Master Servicer would have been entitled to hereunder if no such notice of termination had been given. Notwithstanding the above, (i) if the Indenture Trustee is unwilling to act as successor Master Servicer, or (ii) if the Indenture Trustee is legally unable so to act, the Indenture Trustee as pledgee of the Revolving Credit Loans may (in the situation described in clause (i)) or shall (in the situation described in clause (ii)) appoint or petition a court of competent jurisdiction to appoint any established housing and home finance institution, bank or other mortgage loan or home equity loan servicer having a net worth of not less than $10,000,000 as the successor to the Master Servicer hereunder in the assumption of all or any part of the responsibilities, duties or liabilities of the Master Servicer hereunder; provided that any such successor Master Servicer shall be acceptable to the Credit Enhancer, as evidenced by the Credit Enhancer's prior written consent which consent shall not be unreasonably withheld and provided further that the appointment of any such successor Master Servicer will not result in the qualification, reduction or withdrawal of the ratings assigned to the Securities by the Rating Agencies, if determined without regard to the Credit Enhancement Instrument. Pending appointment of a successor to the 32 Master Servicer hereunder, unless the Indenture Trustee is prohibited by law from so acting, the Indenture Trustee shall act in such capacity as hereinabove provided. In connection with such appointment and assumption, the successor shall be entitled to receive compensation out of payments on Revolving Credit Loans in an amount equal to the compensation which the Master Servicer would otherwise have received pursuant to Section 3.09 (or such lesser compensation as the Indenture Trustee and such successor shall agree). The appointment of a successor Master Servicer shall not affect any liability of the predecessor Master Servicer which may have arisen under this Servicing Agreement prior to its termination as Master Servicer (including, without limitation, the obligation to purchase Revolving Credit Loans pursuant to Section 3.01, to pay any deductible under an insurance policy pursuant to Section 3.04 or to indemnify the Indenture Trustee pursuant to Section 6.06), nor shall any successor Master Servicer be liable for any acts or omissions of the predecessor Master Servicer or for any breach by such Master Servicer of any of its representations or warranties contained herein or in any related document or agreement. The Indenture Trustee and such successor shall take such action, consistent with this Servicing Agreement, as shall be necessary to effectuate any such succession. Any successor, including the Indenture Trustee, to the Master Servicer as servicer shall during the term of its service as servicer continue to service and administer the Revolving Credit Loans for the benefit of the Securityholders, (ii) maintain in force a policy or policies of insurance covering errors and omissions in the performance of its obligations as Master Servicer hereunder and a fidelity bond in respect of its officers, employees and agents to the same extent as the Master Servicer is so required pursuant to Section 3.13 and (iii) be bound by the terms of the Insurance Agreement. Any successor Master Servicer, including the Indenture Trustee, shall not be deemed in default or to have breached its duties hereunder if the predecessor Master Servicer shall fail to deliver any required deposit to the Custodial Account or otherwise cooperate with any required servicing transfer or succession hereunder. Section 7.0 Notification to Securityholders. Upon any termination of or appointment of a successor to the Master Servicer pursuant to this Article VII or Section 6.04, the Indenture Trustee shall give prompt written notice thereof to the Securityholders, the Credit Enhancer, the Issuer and each Rating Agency. 33 ARTICLE I Miscellaneous Provisions Section 8.0 Amendment. This Servicing Agreement may be amended from time to time by the parties hereto, provided that any amendment be accompanied by a letter from the Rating Agencies that the amendment will not result in the downgrading or withdrawal of the rating then assigned to the Securities, if determined without regard to the Credit Enhancement Instrument, and the consent of the Credit Enhancer and the Indenture Trustee. SECTION 8.0 GOVERNING LAW. THIS SERVICING AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS. Section 8.0 Notices. All demands, notices and communications hereunder shall be in writing and shall be deemed to have been duly given if personally delivered at or mailed by certi- fied mail, return receipt requested, to (a) in the case of the Master Servicer, 10 Universal City Plaza, Suite 2100, Universal City, California 91608, Attention: Addition Director - Bond Administration, (b) in the case of the Credit Enhancer, Ambac Assurance Corporation, One State Street Plaza, 17th Floor, New York, New York 10004, Attention: Howard Pfeffer (c) in the case of Moody's, Home Mortgage Loan Monitoring Group, 4th Floor, 99 Church Street, New York, New York 10001 (d) in the case of Standard & Poor's, 26 Broadway, 15th Floor, New York, New York 10004, Attention: Residential Mortgage Surveillance Group, (e) in the case of the Owner Trustee, Wilmington Trust Company, Rodney Square North, 1100 North Market Street, Wilmington, Delaware 19890-0001, Attention: Corporate Trust Administration, (f) in the case of the Issuer, to Home Equity Loan Trust 1998-HS3, c/o Owner Trustee, Wilmington Trust Company, Rodney Square North, 1100 North Market Street, Wilmington, Delaware 19890-0001, Attention: Corporate Trust Administration, (g) in the case of the Indenture Trustee, The Chase Manhattan Bank, 450 West 33rd Street, New York, NY, 10001, Attention: Structured Finance Services and (h) in the case of the Underwriter, Residential Funding Securities Corporation, 8400 Normandale Lake Boulevard, Suite 700, Minneapolis, Minnesota 55437, Attention: Director of Compliance; or, as to each party, at such other address as shall be designated by such party in a written notice to each other party. Any notice required or permitted to be mailed to a Securityholder shall be given by first class mail, postage prepaid, at the address of such Securityholder as shown in the Register. Any notice so mailed within the time prescribed in this Servicing Agreement shall be conclusively presumed to have been duly given, whether or not the Securityholder receives such notice. Any notice or other document required to be delivered or mailed by the Indenture Trustee to any Rating Agency shall be given on a reasonable efforts basis and only as a matter of courtesy and accommodation and the Indenture Trustee shall have no liability for failure to delivery such notice or document to any Rating Agency. 34 Section 8.0 Severability of Provisions. If any one or more of the covenants, agreements, provisions or terms of this Servicing Agreement shall be for any reason whatsoever held invalid, then such covenants, agreements, provisions or terms shall be deemed severable from the remaining covenants, agreements, provisions or terms of this Servicing Agreement and shall in no way affect the validity or enforceability of the other provisions of this Servicing Agreement or of the Securities or the rights of the Securityholders thereof. Section 8.0 Third-Party Beneficiaries. This Servicing Agreement will inure to the benefit of and be binding upon the parties hereto, the Securityholders, the Credit Enhancer, the Owner Trustee and their respective successors and permitted assigns. Except as otherwise provided in this Servicing Agreement, no other Person will have any right or obligation hereunder. Section 8.0 Counterparts. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. Section 8.0 Effect of Headings and Table of Contents. The Article and Section headings herein and the Table of Contents are for convenience only and shall not affect the construction hereof. Section 8.0 Termination Upon Purchase by the Master Servicer or Liquidation of All Revolving Credit Loans; Partial Redemption. The respective obligations and responsibilities of the Master Servicer, the Issuer and the Indenture Trustee created hereby shall terminate upon the last action required to be taken by the Issuer pursuant to the Trust Agreement and by the Indenture Trustee pursuant to the Indenture following the earlier of: (i) the date on or before which the Indenture or Trust Agreement is terminated, or (ii) the purchase by the Master Servicer from the Issuer of all Revolving Credit Loans and all property acquired in respect of any Revolving Credit Loan at a price equal to 100% of the unpaid Loan Balance of each Revolving Credit Loan, plus accrued and unpaid interest thereon at the Weighted Average Net Loan Rate up to the day preceding the Payment Date on which such amounts are to be distributed to Securityholders, plus any amounts due and owing to the Credit Enhancer under the Insurance Agreement (any unpaid Master Servicing Fee shall be deemed paid at such time). The right of the Master Servicer to purchase the assets of the Issuer pursuant to clause (ii) above is conditioned upon the Pool Balance as of such date being less than ten percent of the aggregate of the Cut-off Date Loan Balances of the Revolving Credit Loans. If such right is exercised by the Master Servicer, the Master Servicer shall deposit the amount calculated pursuant to clause (ii) above with the Indenture Trustee pursuant to Section 4.10 of the Indenture and, upon the 35 receipt of such deposit, the Indenture Trustee or Custodian shall release to the Master Servicer, the files pertaining to the Revolving Credit Loans being purchased. Subject to the provisions of clause (c) below, the Master Servicer has the right to purchase a portion of the assets of the Issuer upon the Pool Balance as of such date being less than ten percent of the aggregate of the Cut-off Date Loan Balances of the Revolving Credit Loans at a price equal to 100% of the unpaid Loan Balance of each Revolving Credit Loan so purchased, plus accrued and unpaid interest thereon at the Weighted Average Net Loan Rate up to the day preceding the Payment Date on which such amounts are to be distributed to Securityholders, plus any amounts due and owing to the Credit Enhancer under the Insurance Agreement (any unpaid Master Servicing Fee shall be deemed paid at such time). If such right is exercised by the Master Servicer, the Master Servicer shall deposit the amount calculated above with the Indenture Trustee pursuant to Section 5.02 of the Indenture and, upon the receipt of such deposit, the Indenture Trustee or Custodian shall release to the Master Servicer, the files pertaining to the Revolving Credit Loans being purchased. (c) With respect to any purchase of a portion of the Revolving Credit Loans by the Master Servicer pursuant to subsection (b) above or this subsection (c), the following conditions must be satisfied: (i) the Master Servicer shall have delivered to the Indenture Trustee and the Credit Enhancer a loan schedule containing a list of all Revolving Credit Loans remaining in the Trust after such removal; (ii) the Master Servicer shall represent and warrant that no selection procedures adverse to the interests of the Securityholders or the Credit Enhancer were used by the Master Servicer in selecting such Revolving Credit Loans; and (iii) each Rating Agency shall have notified the Master Servicer that such retransfer would not result in a reduction or withdrawal of the ratings of the Securities, if determined without regard to the Credit Enhancement Instrument. In lieu of a cash payment, if an Amortization Event had previously occurred, all or a portion of such purchase price by the Master Servicer may be in the form of Additional Balances on other Revolving Credit Loans not previously conveyed to the Issuer. (d) The Master Servicer, at its expense, shall prepare and deliver to the Indenture Trustee for execution, at the time the Revolving Credit Loans are to be released to the Master Servicer, appropriate documents assigning each such Revolving Credit Loan from the Indenture Trustee or the Issuer to the Master Servicer or the appropriate party. Section 8.0 Certain Matters Affecting the Indenture Trustee. For all purposes of this Servicing Agreement, in the performance of any of its duties or in the exercise of any of its powers hereunder, the Indenture Trustee shall be subject to and entitled to the benefits of Article VI of the Indenture. Section 8. Owner Trustee Not Liable for Related Documents. The recitals contained herein shall be taken as the statements of the Depositor, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of this Servicing Agreement, of any Basic Document or of the Certificates 36 (other than the signatures of the Owner Trustee on the Certificates) or the Notes, or of any Related Documents. The Owner Trustee shall at no time have any responsibility or liability with respect to the sufficiency of the Owner Trust Estate or its ability to generate the payments to be distributed to Certificateholders under the Trust Agreement or the Noteholders under the Inden- ture, including, the compliance by the Depositor or the Seller with any warranty or representation made under any Basic Document or in any related document or the accuracy of any such warranty or representation, or any action of the Certificate Paying Agent, the Certificate Registrar or the Indenture Trustee taken in the name of the Owner Trustee. 37 IN WITNESS WHEREOF, the Master Servicer, the Indenture Trustee and the Issuer have caused this Servicing Agreement to be duly executed by their respective officers or representatives all as of the day and year first above written. RESIDENTIAL FUNDING CORPORATION, as Master Servicer By: Title: Director HOME EQUITY LOAN TRUST 1998-HS3 By: Wilmington Trust Company, not in its individual capacity but solely as Owner Trustee By: Title: Vice President THE CHASE MANHATTAN BANK, as Indenture Trustee By: Title: Vice President EXHIBIT A REVOLVING CREDIT LOAN SCHEDULE TO BE PROVIDED UPON REQUEST EXHIBIT B LIMITED POWER OF ATTORNEY KNOW ALL MEN BY THESE PREMISES: That The Chase Manhattan Bank, as Indenture Trustee (the "Trustee"), under the Indenture (the "Indenture") among ________________________________________ and the Indenture Trustee, a national banking association organized and existing under the laws of the State of New York, and having its principal office located at 450 West 33rd Street, in the City of New York in the State of New York, hath made, constituted and appointed, and does by these presents make, constitute and appoint Residential Funding Corporation, a corporation organized and existing under the laws of the State of Delaware, its true and lawful Attorney-in-Fact, with full power and authority to sign, execute, acknowledge, deliver, file for record, and record any instrument on its behalf and to perform such other act or acts as may be customarily and reasonably necessary and appropriate to effectuate the following enumerated transactions in respect of any of the mortgages or deeds of trust (the "Mortgages" and the "Deeds of Trust", respectively) creating a trust or second lien or an estate in fee simple interest in real property securing a Revolving Credit Loan and promissory notes secured thereby (the "Mortgage Notes") for which the undersigned is acting as Indenture Trustee for various Securityholders (whether the undersigned is named therein as mortgagee or beneficiary or has become mortgagee by virtue of Endorsement of the Mortgage Note secured by any such Mortgage or Deed of Trust) and for which Residential Funding Corporation is acting as master servicer pursuant to a Servicing Agreement, dated as of January 1, 1998 (the "Servicing Agreement"). This appointment shall apply only to transactions which the Trustee is authorized to enter into under the Indenture, but in no event shall apply to any transactions other than the following enumerated transactions only: 1. The modification or re-recording of a Mortgage or Deed of Trust, where said modification or re-recording is for the purpose of correcting the Mortgage or Deed of Trust to conform same to the original intent of the parties thereto or to correct title errors discovered after such title insurance was issued and said modification or re-recording, in either instance, does not adversely affect the lien of the Mortgage or Deed of Trust as insured. 2. The subordination of the lien of a Mortgage or Deed of Trust to an easement in favor of a public utility company or a government agency or unit with powers of eminent domain; this section shall include, without limitation, the execution of partial satisfactions/releases, partial reconveyances or the execution of requests to trustees to accomplish same. 3. With respect to a Mortgage or Deed of Trust, the foreclosure, the taking of a deed in lieu of foreclosure, or the completion of judicial or non-judicial foreclosure or termination, cancellation or rescission of any such foreclosure, including, without limitation, any and all of the following acts: a. The substitution of trustee(s) serving under a Deed of Trust, in accordance with state law and the Deed of Trust; b. Statements of breach or non-performance; c. Notices of default; d. Cancellations/rescissions of notices of default and/or notices of sale; e. The taking of a deed in lieu of foreclosure; and f. Such other documents and actions as may be necessary under the terms of the Mortgage, Deed of Trust or state law to expeditiously complete said transactions. 4. The conveyance of the properties to the mortgage insurer, or the closing of the title to the property to be acquired as real estate owned, or conveyance of title to real estate owned. 5. The completion of loan assumption agreements. 6. The full satisfaction/release of a Mortgage or Deed of Trust or full reconveyance upon payment and discharge of all sums secured thereby, including, without limitation, cancellation of the related Mortgage Note. 7. The assignment of any Mortgage or Deed of Trust and the related Mortgage Note, in connection with the repurchase of the Revolving Credit Loan secured and evidenced thereby pursuant to the requirements of a Residential Funding Corporation Seller Contract, including, with limitation, by reason of conversion of an adjustable rate mortgage loan from a variable rate to a fixed rate. 8. The full assignment of a Mortgage or Deed of Trust upon payment and discharge of all sums secured thereby in conjunction with the refinancing thereof, including, without limitation, the endorsement of the related Mortgage Note. 9. The modification or re-recording of a Mortgage or Deed of Trust, where said modification or re-recording is for the purpose of any modification pursuant to Section 3.01 of the Servicing Agreement. 10. The subordination of the lien of a Mortgage or Deed of Trust, where said subordination is in connection with any modification pursuant to Section 3.01 of the Servicing Agreement, and the execution of partial satisfactions/releases in connection with such same Section 3.01. The undersigned gives said Attorney-in-Fact full power and authority to execute such instruments and to do and perform all and every act and thing necessary and proper to carry into effect the power or powers granted by or under this Limited Power of Attorney as fully as the undersigned might or could do, and hereby does ratify and confirm to all that said Attorney-in-Fact shall lawfully do or cause to be done by authority hereof. Third parties without actual notice may rely upon the exercise of the power granted under this Limited Power of Attorney; and may be satisfied that this Limited Power of Attorney shall continue in full force and effect has not been revoked unless an instrument of revocation has been made in writing by the undersigned. THE CHASE MANHATTAN BANK, not in its individual capacity, but solely as Indenture Trustee under the Agreements and the Indentures Name: Name: Title: Title: STATE OF ) SS. COUNTY OF ) On this __th day of September, 1998, before me the undersigned, Notary Public of said State, personally appeared _______________________________ personally known to me to be duly authorized officers of The Chase Manhattan Bank that executed the within instrument and personally known to me to be the persons who executed the within instrument on behalf of The Chase Manhattan Bank therein named, and acknowledged to me such The Chase Manhattan Bank executed the within instrument pursuant to its by-laws. WITNESS my hand and official seal. Notary Public in and for the State of After recording, please mail to: Attn: EXHIBIT C FORM OF REQUEST FOR RELEASE DATE: TO: RE: REQUEST FOR RELEASE OF DOCUMENTS In connection with your administration of the Revolving Credit Loans, we request the release of the Mortgage File described below. Servicing Agreement Dated: Series #: Account #: Pool #: Loan #: Borrower Name(s): Reason for Document Request: (circle one) Revolving Credit Loan Prepaid in Full Revolving Credit Loan Repurchased "We hereby certify that all amounts received or to be received in connection with such payments which are required to be deposited have been or will be so deposited as provided in the Servicing Agreement." - ------------------------------------- Residential Funding Corporation Authorized Signature ****************************************************************** TO CUSTODIAN/INDENTURE TRUSTEE: Please acknowledge this request, and check off documents being enclosed with a copy of this form. You should retain this form for your files in accordance with the terms of the Servicing Agreement. Enclosed Documents: [ ] Promissory Note [ ] Mortgage or Deed of Trust [ ] Assignment(s) of Mortgage or Deed of Trust [ ] Title Insurance Policy [ ] Other: ___________________________ Name Title Date EXHIBIT 4.4 EXECUTION COPY RESIDENTIAL FUNDING MORTGAGE SECURITIES II, INC. as Depositor and WILMINGTON TRUST COMPANY as Owner Trustee ----------------------------------------- AMENDED AND RESTATED TRUST AGREEMENT Dated as of September 28, 1998 ------------------------------------------ Home Equity Loan-Backed Certificates, Series 1998-HS3 1 Section Page Table of Contents Section Page ARTICLE IDefinitions 1.01. Definitions..................................................1 1.02. Other Definitional Provisions................................1 ARTICLE IIOrganization 2.01. Name.........................................................3 ---- 2.02. Office.......................................................3 ------ 2.03. Purposes and Powers..........................................3 ------------------- 2.04. Appointment of Owner Trustee.................................4 ---------------------------- 2.05. Initial Capital Contribution of Owner Trust Estate...........4 -------------------------------------------------- 2.06. Declaration of Trust.........................................4 -------------------- 2.07. Liability of the Holders of the Certificates.................4 -------------------------------------------- 2.08. Title to Trust Property......................................4 ----------------------- 2.09. Situs of Trust...............................................4 -------------- 2.10. Representations and Warranties of the Depositor..............5 ----------------------------------------------- 2.11. Payment of Trust Fees........................................5 --------------------- 2.12. Purchase and Pledge of RFC Demand Note.......................6 -------------------------------------- ARTICLE IIIConveyance of the Revolving Credit Loans; Certificates 3.01. Conveyance of the Revolving Credit Loans.....................7 ---------------------------------------- 3.02. Initial Ownership............................................7 ----------------- 3.03. The Certificates.............................................7 ---------------- 3.04. Authentication of Certificates...............................8 ------------------------------ 3.05. Registration of and Limitations on Transfer and Exchange of Certificates ............................................8 3.06. Mutilated, Destroyed, Lost or Stolen Certificates...........11 ------------------------------------------------- 3.07. Persons Deemed Certificateholders...........................11 --------------------------------- 3.08. Access to List of Certificateholders' Names and Addresses...11 --------------------------------------------------------- 3.09. Maintenance of Office or Agency.............................11 ------------------------------- 3.10. Certificate Paying Agent....................................12 ------------------------ 3.11. Cooperation.................................................13 ----------- ARTICLE IVAuthority and Duties of Owner Trustee 4.01. General Authority...........................................15 ----------------- 4.02. General Duties..............................................15 -------------- 4.03. Action upon Instruction.....................................15 ----------------------- 4.04. No Duties Except as Specified under Specified Documents or in Instructions.........................................16 i Section Page 4.05. Restrictions................................................16 4.06. Prior Notice to Certificateholders and the Credit Enhancer with Respect to Certain Matters...........................16 --------------- 4.07. Action by Certificateholders with Respect to Certain Matters17 ------------------------------------------------------------ 4.08. Action by Certificateholders with Respect to Bankruptcy.....17 ------------------------------------------------------- 4.09. Restrictions on Certificateholders' Power...................17 ----------------------------------------- 4.10. Majority Control............................................17 ---------------- 4.11. Doing Business in Other Jurisdictions.......................18 ------------------------------------- ARTICLE V Application of Trust Funds 5.01. Distributions...............................................19 ------------- 5.02. Method of Payment...........................................19 ----------------- 5.03. Signature on Returns........................................19 -------------------- 5.04. Statements to Certificateholders............................20 -------------------------------- 5.05. Tax Reporting...............................................20 ------------- ARTICLE VI Concerning the Owner Trustee 6.01. Acceptance of Trusts and Duties.............................21 ------------------------------- 6.02. Furnishing of Documents.....................................22 ----------------------- 6.03. Representations and Warranties..............................22 ------------------------------ 6.04. Reliance; Advice of Counsel.................................23 --------------------------- 6.05. Not Acting in Individual Capacity...........................23 --------------------------------- 6.06. Owner Trustee Not Liable for Certificates or Related Documents23 -------------------------------------------------------------- 6.07. Owner Trustee May Own Certificates and Notes................24 -------------------------------------------- ARTICLE VII Compensation of Owner Trustee 7.01. Owner Trustee's Fees and Expenses...........................25 7.02. Indemnification.............................................25 ARTICLE VIII Termination of Trust Agreement 8.01. Termination of Trust Agreement..............................27 ARTICLE IX Successor Owner Trustees and Additional Owner Trustees 9.01. Eligibility Requirements for Owner Trustee..................29 ------------------------------------------ 9.02. Replacement of Owner Trustee................................29 ---------------------------- 9.03. Successor Owner Trustee.....................................30 ----------------------- 9.04. Merger or Consolidation of Owner Trustee....................30 ---------------------------------------- 9.05. Appointment of Co-Trustee or Separate Trustee...............30 --------------------------------------------- ARTICLE X Miscellaneous 10.01. Amendments..................................................32 ---------- 10.02. No Legal Title to Owner Trust Estate........................33 ------------------------------------ 10.03. Limitations on Rights of Others.............................33 ------------------------------- 10.04. Notices.....................................................34 ------- 10.05. Severability................................................34 ------------ 10.06. Separate Counterparts.......................................34 --------------------- 10.07. Successors and Assigns......................................34 ---------------------- 10.08. No Petition.................................................34 ----------- 10.09. No Recourse.................................................35 ----------- 10.10. Headings....................................................35 -------- 10.11. GOVERNING LAW...............................................35 ------------- 10.12. Integration.................................................35 ----------- 10.13. Rights of Credit Enhancer to Exercise Rights of Certificateholders .....................................35 Signatures .................................................................40 EXHIBIT Exhibit A - Form of Certificate............................................A-1 Exhibit B - Certificate of Trust of Residential Home Equity Loan Trust 1998-HS3 ...................................B-1 Exhibit C - Form of 144A Investment Representation.........................C-1 Exhibit D - Form of Investor Representation Letter.........................D-1 Exhibit E - Form of Transferor Representation Letter.......................E-1 Exhibit F - Form of Certificate of Non-Foreign Status......................F-1 Exhibit G - Form of ERISA Representation Letter............................G-1 Exhibit H - Form of Representation Letter..................................H-1 Exhibit I - RFC Demand Note..............................................I-1 ii This Amended and Restated Trust Agreement, dated as of September 28, 1998 (as amended from time to time, this "Trust Agreement"), between RESIDENTIAL FUNDING MORTGAGE SECURITIES II, INC., a Delaware corporation, as depositor (the "Depositor") and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as owner trustee (the "Owner Trustee"), WITNESSETH THAT: WHEREAS, the Depositor and the Owner Trustee entered into a trust agreement dated as of September 17, 1998, in connection with the formation of a Delaware business trust (the "Original Trust Agreement"); WHEREAS, the Depositor and the Owner Trustee wish to amend and restate the Original Trust Agreement; NOW, THEREFORE, in consideration of the mutual agreements herein contained, the Depositor and the Owner Trustee agree as follows: ARTICLE Definitions Section 1.0 Definitions. For all purposes of this Trust Agreement, except as otherwise expressly provided herein or unless the context otherwise requires, capitalized terms not otherwise defined herein shall have the meanings assigned to such terms in Appendix A to the Indenture dated September 28, 1998 (the "Indenture"), between Home Equity Loan Trust 1998-HS3, as issuer, and The Chase Manhattan Bank, as indenture trustee. All other capitalized terms used herein shall have the meanings specified herein. Section 1.0 Other Definitional Provisions. All terms defined in this Trust Agreement shall have the defined meanings when used in any certificate or other document made or delivered pursuant hereto unless otherwise defined therein. As used in this Trust Agreement and in any certificate or other document made or delivered pursuant hereto or thereto, accounting terms not defined in this Trust Agreement or in any such certificate or other document, and accounting terms partly defined in this Trust Agreement or in any such certificate or other document to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principles. To the extent that the definitions of accounting terms in this Trust Agreement or in any such certificate or other document are inconsistent with the meanings of such terms under generally accepted accounting principles, the definitions contained in this Trust Agreement or in any such certificate or other document shall control. The words "hereof," "herein," "hereunder" and words of similar import when used in this Trust Agreement shall refer to this Trust Agreement as a whole and not to any particular provision of this Trust Agreement; Article, Section and Exhibit references contained in this Trust Agreement are references to Articles, Sections and Exhibits in or to this Trust Agreement unless otherwise specified; and the term "including" shall mean "including without limitation". The definitions contained in this Trust Agreement are applicable to the singular as well as the plural forms of such terms and to the masculine as well as to the feminine and neuter genders of such terms. Any agreement, instrument or statute defined or referred to herein or in any instrument or certificate delivered in connection herewith means such agreement, instrument or statute as from time to time amended, modified or supplemented and includes (in the case of agreements or instruments) references to all attachments thereto and instruments incorporated therein; references to a Person are also to its permitted successors and assigns. 1 ARTICLE Organization Section 2.0 Name. The trust created hereby (the "Trust") shall be known as "Home Equity Loan Trust 1998-HS3," in which name the Owner Trustee may conduct the business of the Trust, make and execute contracts and other instruments on behalf of the Trust and sue and be sued. Section 2.0 Office. The office of the Trust shall be in care of the Owner Trustee at the Corporate Trust Office or at such other address in Delaware as the Owner Trustee may designate by written notice to the Certificateholders and the Depositor. Section 2.0 Purposes and Powers. The purpose of the Trust is to engage in the following activities: to issue the Notes pursuant to the Indenture and the Certificates pursuant to this Trust Agreement and to sell the Notes and the Certificates; to purchase the Revolving Credit Loans and to pay the organizational, start-up and transactional expenses of the Trust; to assign, grant, transfer, pledge and convey the Revolving Credit Loans pursuant to the Indenture and to hold, manage and distribute to the Certificateholders pur suant to Section 5.01 any portion of the Revolving Credit Loans released from the Lien of, and remitted to the Trust pursuant to the Indenture; to enter into and perform its obligations under the Basic Documents to which it is to be a party; to engage in those activities, including entering into agreements, that are necessary, suitable or convenient to accomplish the foregoing or are incidental thereto or connected therewith, including, without limitation, to accept additional contributions of equity that are not subject to the Lien of the Indenture; and subject to compliance with the Basic Documents, to engage in such other activities as may be required in connection with conservation of the Owner Trust Estate and the making of distributions to the Certificateholders and the Noteholders. The Trust is hereby authorized to engage in the foregoing activities. The Trust shall not engage in any activity other than in connection with the foregoing or other than as required or authorized by the terms of this Trust Agreement or the Basic Documents while any Note is outstanding without the consent of the Holders of a majority of the Certificate Percentage Interest of the Certificates and the Indenture Trustee. Section 2.0 Appointment of Owner Trustee. The Depositor hereby appoints the Owner Trustee as trustee of the Trust effective as of the date hereof, to have all the rights, powers and duties set forth herein. Section 2.0 Initial Capital Contribution of Owner Trust Estate. The Depositor hereby sells, assigns, transfers, conveys and sets over to the Trust, as of the date hereof, the sum of $1. The Owner Trustee hereby acknowledges receipt in trust from the Depositor, as of the date hereof, of the foregoing contribution, which shall constitute the initial corpus of the Trust and shall be deposited in the Certificate Distribution Account. The Owner Trustee also acknowledges on behalf of the Issuer, the receipt in trust of the Revolving Credit Loans and a Credit Enhancement Instrument assigned to the Trust pursuant to Section 3.01, which shall constitute the Owner Trust Estate. Section 2.0 Declaration of Trust. The Owner Trustee hereby declares that it shall hold the Owner Trust Estate in trust upon and subject to the conditions set forth herein for the use and benefit of the Certificateholders, subject to the obligations of the Trust under the Basic Documents. It is the intention of the parties hereto that the Trust constitute a business trust under the Business Trust Statute and that this Trust Agreement constitute the governing instrument of such business trust. Effective as of the date hereof, the Owner Trustee shall have all rights, powers and duties set forth herein and in the Business Trust Statute with respect to accomplishing the purposes of the Trust. It is the intention of the parties hereto that, solely for federal, state and local income and franchise tax purposes, the Trust shall be treated as an entity wholly owned by the Depositor or an affiliate thereof, with the assets of the entity being the Trust Estate, and the Notes being debt of the entity and the provisions of this Trust Agreement shall be interpreted to further this intention. If more than one person owns the Certificates, then it is the intention of the parties hereto, that solely for federal, state and local income and franchise tax purposes the Trust shall be treated as a partnership, with the assets of the partnership being the Trust Estate, the partners of the partnership being the Certificateholders and the Notes being debt of the partnership and the provisions of this Trust Agreement shall be interpreted to further this intention. The parties agree that, unless otherwise required by appropriate tax authorities, the Owner Trust will file or cause to be filed annual or other necessary returns, reports and other forms consistent with the characterization of the Owner Trust as an entity wholly owned by the Depositor or an affiliate thereof, or if two or more persons own the Certificates, as a partnership for such tax purposes. Section 2.0 Liability of the Holders of the Certificates. The Holders of the Certificates shall be liable for any entity level taxes imposed on the Owner Trust. Section 2.0 Title to Trust Property. Legal title to the Owner Trust Estate shall be vested at all times in the Trust as a separate legal entity except where applicable law in any jurisdiction requires title to any part of the Owner Trust Estate to be vested in a trustee or trustees, in which case title shall be deemed to be vested in the Owner Trustee, a co-trustee and/or a separate trustee, as the case may be. Section 2.0 Situs of Trust. The Trust will be located and administered in the State of Delaware. All bank accounts maintained by the Owner Trustee on behalf of the Trust shall be located in the State of Delaware or the State of New York. The Trust shall not have any employees in any state other than Delaware; provided, however, that nothing herein shall restrict or prohibit the Owner Trustee from having employees within or without the State of Delaware or taking actions outside the State of Delaware in order to comply with Section 2.03. Payments will be received by the Trust only in Delaware or New York, and payments will be made by the Trust only from Delaware or New York. The only office of the Trust will be at the Corporate Trust Office in Delaware. Section 2. Representations and Warranties of the Depositor. The Depositor hereby represents and warrants to the Owner Trustee that: The Depositor is duly organized and validly existing as a corporation in good standing under the laws of the State of Delaware, with power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted. The Depositor is duly qualified to do business as a foreign corporation in good standing and has obtained all necessary licenses and approvals in all jurisdictions in which the ownership or lease of its property or the conduct of its business shall require such qualifications and in which the failure to so qualify would have a material adverse effect on the business, properties, assets or condition (financial or other) of the Depositor and the ability of the Depositor to perform under this Trust Agreement. The Depositor has the power and authority to execute and deliver this Trust Agreement and to carry out its terms; the Depositor has full power and authority to sell and assign the property to be sold and assigned to and deposited with the Trust as part of the Trust and the Depositor has duly authorized such sale and assignment and deposit to the Trust by all necessary corporate action; and the execution, delivery and performance of this Trust Agreement have been duly authorized by the Depositor by all necessary corporate action. The consummation of the transactions contemplated by this Trust Agreement and the fulfillment of the terms hereof do not conflict with, result in any breach of any of the terms and provisions of, or constitute (with or without notice or lapse of time) a default under, the articles of incorporation or bylaws of the Depositor, or any indenture, agreement or other instrument to which the Depositor is a party or by which it is bound; nor result in the creation or imposition of any Lien upon any of its properties pursuant to the terms of any such indenture, agreement or other instrument (other than pursuant to the Basic Documents); nor violate any law or, to the best of the Depositor's knowledge, any order, rule or regulation applicable to the Depositor of any court or of any federal or state regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Depositor or its properties. Section 2. Payment of Trust Fees. The Owner Trustee shall pay the Trust's fees and expenses incurred with respect to the performance of the Trust's duties under the Indenture. Section 2. Purchase and Pledge of RFC Demand Note. On the Closing Date, the Owner Trustee on behalf of the Issuer shall purchase from the Seller the RFC Demand Note, which shall be issued with a principal amount of $1,409,976 and in the form attached hereto as Exhibit I, in exchange for cash equal to such principal amount which shall be paid from the proceeds to the Issuer of the sale of the Term Notes. The Issuer shall then immediately deliver to the Indenture Trustee the RFC Demand Note (with the Indenture Trustee indicated as payee thereon), and shall pledge the RFC Demand Note together with all proceeds thereof to the Indenture Trustee in accordance with the Indenture. Any amounts paid under the terms of the RFC Demand Note that are not distributed to the Noteholders, and that are released from the lien of the Indenture to the Certificate Paying Agent in accordance with Section 3.29 thereof, shall be distributed to the Certificateholders in accordance with Section 5.01(a) hereof. 2 ARTICLE Conveyance of the Revolving Credit Loans; Certificates Section 3.0 Conveyance of the Revolving Credit Loans. The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, convey, sell and assign to the Trust, on behalf of the Holders of the Notes and the Certificates and the Credit Enhancer, without recourse, all its right, title and interest in and to the Revolving Credit Loans. The Depositor will also provide the Trust with the Credit Enhancement Instrument. The parties hereto intend that the transaction set forth herein be a sale by the Depositor to the Trust of all of its right, title and interest in and to the Revolving Credit Loans. In the event that the transaction set forth herein is not deemed to be a sale, the Depositor hereby grants to the Trust a security interest in all of its right, title and interest in, to and under the Owner Trust Estate, all distributions thereon and all proceeds thereof; and this Trust Agreement shall constitute a security agreement under applicable law. Section 3.0 Initial Ownership. Upon the formation of the Trust by the contribution by the Depositor pursuant to Section 2.05 and until the conveyance of the Revolving Credit Loans pursuant to Section 3.01 and the issuance of the Certificates, the Depositor shall be the sole Certificateholder. Section 3.0 The Certificates. The Certificates shall be issued in minimum denominations of a Certificate Percentage Interest of 10.0000% and integral multiples of 0.0001% in excess thereof; provided, however, that Certificates may be issued in minimum denominations of less than 10.0000% in accordance with the provisions of Section 3.12. The Certificates shall be executed on behalf of the Trust by manual or facsimile signature of an authorized officer of the Owner Trustee and authenticated in the manner provided in Section 3.04. Certificates bearing the manual or facsimile signatures of individuals who were, at the time when such signatures shall have been affixed, authorized to sign on behalf of the Trust, shall be validly issued and entitled to the benefit of this Trust Agreement, notwithstanding that such individuals or any of them shall have ceased to be so authorized prior to the authentication and delivery of such Certificates or did not hold such offices at the date of authentication and delivery of such Certificates. A Person shall become a Certificateholder and shall be entitled to the rights and subject to the obligations of a Certificateholder hereunder upon such Person's acceptance of a Certificate duly registered in such Person's name, pursuant to Section 3.05. A transferee of a Certificate shall become a Certificateholder and shall be entitled to the rights and subject to the obligations of a Certificateholder hereunder upon such transferee's acceptance of a Certificate duly registered in such transferee's name pursuant to and upon satisfaction of the conditions set forth in Section 3.05. Section 3.0 Authentication of Certificates. Concurrently with the acquisition of the Revolving Credit Loans by the Trust, the Owner Trustee or the Certificate Paying Agent shall cause the Certificates in an initial Certificate Percentage Interest of 100.00% to be executed on behalf of the Trust, authenticated and delivered to or upon the written order of the Depositor, signed by its chairman of the board, its president or any vice president, without further corporate action by the Depositor, in authorized denominations. No Certificate shall entitle its holder to any benefit under this Trust Agreement or be valid for any purpose unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A, executed by the Owner Trustee or the Certificate Paying Agent, by manual signature; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. Section 3.0 Registration of and Limitations on Transfer and Exchange of Certificates. (a) The Certificate Registrar shall keep or cause to be kept, at the office or agency maintained pursuant to Section 3.09, a Certificate Register in which, subject to such reasonable regulations as it may prescribe, the Certificate Registrar shall provide for the registration of Certificates and of transfers and exchanges of Certificates as herein provided. The Indenture Trustee shall be the initial Certificate Registrar. If the Certificate Registrar resigns or is removed, the Owner Trustee shall appoint a successor Certificate Registrar. Subject to satisfaction of the conditions set forth below, upon surrender for registration of transfer of any Certificate at the office or agency maintained pursuant to Section 3.09, the Owner Trustee shall execute, authenticate and deliver (or shall cause the Certificate Registrar as its authenticating agent to authenticate and deliver), in the name of the designated transferee or transferees, one or more new Certificates in authorized denominations of a like aggregate amount dated the date of authentication by the Owner Trustee or any authenticating agent. At the option of a Certificateholder, Certificates may be exchanged for other Certificates of authorized denominations of a like aggregate amount upon surrender of the Certificates to be exchanged at the office or agency maintained pursuant to Section 3.09. Every Certificate presented or surrendered for registration of transfer or exchange shall be accompanied by a written instrument of transfer in form satisfactory to the Certificate Registrar duly executed by the Certificateholder or such Certificateholder's attorney duly authorized in writing. Each Certificate surrendered for registration of transfer or exchange shall be cancelled and subsequently disposed of by the Certificate Registrar in accordance with its customary practice. No service charge shall be made for any registration of transfer or exchange of Certificates, but the Owner Trustee or the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer or exchange of Certificates. Except as described below, each Certificateholder shall establish its non-foreign status by submitting to the Certificate Paying Agent an IRS Form W-9 and the Certificate of Non-Foreign Status set forth in Exhibit F hereto. A Certificate may be transferred to a Certificateholder unable to establish its non-foreign status as described in the preceding paragraph only if such Certificateholder provides an Opinion of Counsel, which Opinion of Counsel shall not be an expense of the Trust, the Owner Trustee, the Certificate Registrar or the Depositor, satisfactory to the Depositor and the Credit Enhancer, that such transfer (1) will not affect the tax status of the Owner Trust and (2) will not adversely affect the interests of any Certificateholder, Noteholder or the Credit Enhancer, including, without limitation, as a result of the imposition of any United States federal withholding taxes on the Trust (except to the extent that such withholding taxes would be payable solely from amounts otherwise distributable to the Certificate of the prospective transferee). If such transfer occurs and such foreign Certificateholder becomes subject to such United States federal withholding taxes, any such taxes will be withheld by the Indenture Trustee. Each Certificateholder unable to establish its non-foreign status shall submit to the Certificate Paying Agent a copy of its Form W-8 and shall resubmit such Form W-8 every three years. (b)(i)No transfer, sale, pledge or other disposition of a Certificate shall be made unless such transfer, sale, pledge or other disposition is exempt from the registration requirements of the Securities Act and any applicable state securities laws or is made in accordance with said Act and laws. In the event of any such transfer, the Certificate Registrar or the Depositor shall prior to such transfer require the transferee to execute (A) either (i) an investment letter in substantially the form attached hereto as Exhibit C (or in such form and substance reasonably satisfactory to the Certificate Registrar and the Depositor) which investment letters shall not be an expense of the Trust, the Owner Trustee, the Certificate Registrar, the Master Servicer or the Depositor and which investment letter states that, among other things, such transferee (a) is a "qualified institutional buyer" as defined under Rule 144A, acting for its own account or the accounts of other "qualified institutional buyers" as defined under Rule 144A, and (b) is aware that the proposed transferor intends to rely on the exemption from registration requirements under the Securities Act, provided by Rule 144A or (ii) (a) a written Opinion of Counsel acceptable to and in form and substance satisfactory to the Certificate Registrar and the Depositor that such transfer may be made pursuant to an exemption, describing the applicable exemption and the basis therefor, from said Act and laws or is being made pursuant to said Act and laws, which Opinion of Counsel shall not be an expense of the Trust, the Owner Trustee, the Certificate Registrar, the Master Servicer or the Depositor and (b) the transferee executes a representation letter, substantially in the form of Exhibit D hereto, and the transferor executes a representation letter, substantially in the form of Exhibit E hereto, each acceptable to and in form and substance satisfactory to the Certificate Registrar and the Depositor certifying the facts surrounding such transfer, which representation letters shall not be an expense of the Trust, the Owner Trustee, the Certificate Registrar, the Master Servicer or the Depositor and (B) the Certificate of Non-Foreign Status (in substantially the form attached hereto as Exhibit F) acceptable to and in form and substance reasonably satisfactory to the Certificate Registrar and the Depositor, which certificate shall not be an expense of the Trust, the Owner Trustee, the Certificate Registrar or the Depositor. If the Certificateholder is unable to provide a Certificate of Non-Foreign Status, the Certificateholder must provide an Opinion of Counsel as described in the preceding paragraph. The Certificateholder desiring to effect such transfer shall, and does hereby agree to, indemnify the Trust, the Owner Trustee, the Certificate Registrar, the Master Servicer and the Depositor against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws. (ii) No transfer of Certificates or any interest therein shall be made to any employee benefit plan or certain other retirement plans and arrangements, including individual retirement accounts and annuities, Keogh plans and bank collective investment funds and insurance company general or separate accounts in which such plans, accounts or arrangements are invested, that are subject to ERISA, or Section 4975 of the Code (collectively, "Plan"), any Person acting, directly or indirectly, on behalf of any such Plan or any Person acquiring such Certificates with "plan assets" of a Plan within the meaning of the Department of Labor regulation promulgated at 29 C.F.R. ss.2510.3-101 ("Plan Assets") unless the Depositor, the Owner Trustee, the Certificate Registrar and the Master Servicer are provided with an Opinion of Counsel which establishes to the satisfaction of the Depositor, the Owner Trustee, the Certificate Registrar and the Master Servicer that the purchase of Certificates is permissible under applicable law, will not constitute or result in any prohibited transaction under ERISA or Section 4975 of the Code and will not subject the Depositor, the Owner Trustee, the Certificate Registrar or the Master Servicer to any obligation or liability (including obligations or liabilities under ERISA or Section 4975 of the Code) in addition to those undertaken in this Agreement, which Opinion of Counsel shall not be an expense of the Depositor, the Owner Trustee, the Certificate Registrar or the Master Servicer. In lieu of such Opinion of Counsel, a Plan, any Person acting, directly or indirectly, on behalf of any such Plan or any Person acquiring such Certificates with Plan Assets of a Plan may provide a certification in the form of Exhibit G to this Agreement, which the Depositor, the Owner Trustee, the Certificate Registrar and the Master Servicer may rely upon without further inquiry or investigation. Neither an Opinion of Counsel nor a certification will be required in connection with the initial transfer of any such Certificate by the Depositor to an affiliate of the Depositor (in which case, the Depositor or any affiliate thereof shall be deemed to have represented that such affiliate is not a Plan or a Person investing Plan Assets of any Plan) and the Owner Trustee shall be entitled to conclusively rely upon a representation (which, upon the request of the Owner Trustee, shall be a written representation) from the Depositor of the status of such transferee as an affiliate of the Depositor. (ii) In addition, no transfer of a Certificate shall be permitted, and no such transfer shall be registered by the Certificate Registrar or be effective hereunder, unless evidenced by an Opinion of Counsel, which establishes that such transfer or the registration of such transfer would not cause the Trust to be classified as a publicly traded partnership, by having more than 100 Certificateholders at any time during the taxable year of the Trust, an association taxable as a corporation, a corporation or a taxable mortgage pool for federal and relevant state income tax purposes, which Opinion of Counsel shall not be an expense of the Certificate Registrar and shall be an expense of the proposed transferee. No Opinion of Counsel will be required if such transfer is made to a nominee of an existing beneficial holder of a Certificate. (iv) In addition, no transfer, sale, assignment, pledge or other disposition of a Certificate shall be made unless the proposed transferee executes a representation letter substantially in the form of Exhibit D, or substantially in the form of Exhibit H hereto, that (1) the transferee is acquiring the Certificate for its own behalf and is not acting as agent or custodian for any other Person or entity in connection with such acquisition and (2) if the transferee is a partnership, grantor trust or S corporation for federal income tax purposes, the Certificates are not more than 50% of the assets of the partnership, grantor trust or S corporation. Section 3.0 Mutilated, Destroyed, Lost or Stolen Certificates. If any mutilated Certificate shall be surrendered to the Certificate Registrar, or if the Certificate Registrar shall receive evidence to its satisfaction of the destruction, loss or theft of any Certificate and there shall be delivered to the Certificate Registrar and the Owner Trustee such security or indemnity as may be required by them to save each of them and the Issuer from harm, then in the absence of notice to the Certificate Registrar or the Owner Trustee that such Certificate has been acquired by a bona fide purchaser, the Owner Trustee shall execute on behalf of the Trust and the Owner Trustee or the Certificate Paying Agent, as the Trust's authenticating agent, shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Certificate, a new Certificate of like tenor and denomination. In connection with the issuance of any new Certificate under this Section 3.06, the Owner Trustee or the Certificate Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith. Any duplicate Certificate issued pursuant to this Section 3.06 shall constitute conclusive evidence of ownership in the Trust, as if originally issued, whether or not the lost, stolen or destroyed Certificate shall be found at any time. Section 3.0 Persons Deemed Certificateholders. Prior to due presentation of a Certificate for registration of transfer, the Owner Trustee, the Certificate Registrar or any Certificate Paying Agent may treat the Person in whose name any Certificate is registered in the Certificate Register as the owner of such Certificate for the purpose of receiving distributions pursuant to Section 5.02 and for all other purposes whatsoever, and none of the Trust, the Owner Trustee, the Certificate Registrar or any Paying Agent shall be bound by any notice to the contrary. Section 3.0 Access to List of Certificateholders' Names and Addresses. The Certificate Registrar shall furnish or cause to be furnished to the Depositor or the Owner Trustee, within 15 days after receipt by the Certificate Registrar of a written request therefor from the Depositor or the Owner Trustee, a list, in such form as the Depositor or the Owner Trustee, as the case may be, may reasonably require, of the names and addresses of the Certificateholders as of the most recent Record Date. Each Holder, by receiving and holding a Certificate, shall be deemed to have agreed not to hold any of the Trust, the Depositor, the Certificate Registrar or the Owner Trustee accountable by reason of the disclosure of its name and address, regardless of the source from which such information was derived. Section 3.0 Maintenance of Office or Agency. The Owner Trustee, on behalf of the Trust, shall maintain in the City of New York an office or offices or agency or agencies where Certificates may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Owner Trustee in respect of the Certificates and the Basic Documents may be served. The Owner Trustee initially designates the Corporate Trust Office of the Indenture Trustee as its office for such purposes. The Owner Trustee shall give prompt written notice to the Depositor and the Certificateholders of any change in the location of the Certificate Register or any such office or agency. Section 3. Certificate Paying AgentThe Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints the Indenture Trustee as Certificate Paying Agent and the Indenture Trustee hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall: (i hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided; (ii give the Owner Trustee notice of any default by the Trust of which it has actual knowledge in the making of any payment required to be made with respect to the Certificates; (iii at any time during the continuance of any such default, upon the written request of the Owner Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent; (iv immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards required to be met by the Certificate Paying Agent at the time of its appointment; (v comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and (vi deliver to the Owner Trustee a copy of the report to Certificateholders prepared with respect to each Payment Date by the Master Servicer pursuant to Section 4.01 of the Servicing Agreement. The Trust may revoke such power and remove the Certificate Paying Agent if the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days' written notice to the Owner Trustee; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.03, 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise. The Certificate Paying Agent shall establish and maintain with itself the Certificate Distribution Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions of Certificate Distribution Amounts on the Certificates, from moneys on deposit in the Certificate Distribution Account. Section 3. Cooperation. The Owner Trustee shall cooperate in all respects with any reasonable request by the Credit Enhancer for action to preserve or enforce the Credit Enhancer's rights or interest under this Trust Agreement or the Insurance Agreement, consistent with this Trust Agreement and without limiting the rights of the Certificateholders as otherwise expressly set forth in this Trust Agreement. Section 3. Additional Certificate Security Balances Upon Issuance of Capped Funding Notes. On any date on which Variable Funding Notes are exchanged for Capped Funding Notes pursuant to Section 4.01(d) of the Indenture, the Security Balance of one or more Certificates shall be increased in an amount equal to the Additional Certificate Security Balance as required pursuant to the Opinion of Counsel required to be delivered pursuant to Section 4.01(d) of the Indenture in connection with the issuance of the Capped Funding Notes. In addition, on any Payment Date on which the Additional Balance Differential for such Payment Date if added to the aggregate Security Balance of the Variable Funding Notes (after application of any principal payments to be made thereon on such Payment Date) would cause the aggregate Security Balance thereof to exceed the Maximum Variable Funding Balance, then the Security Balance of one or more Certificates shall be increased by the amount of such excess. 100.00% of the value of the Additional Certificate Security Balance shall be added to any Certificate held by the Seller or an Affiliate thereof without the consent of the other Certificateholders; or if no such Certificate exists, a new Certificate or Certificates shall be issued at the direction of the Seller or an Affiliate thereof having in the aggregate a Security Balance equal to such 100.00% of such value. Alternatively, the Depositor may allocate any portion of such value to a Certificateholder other than the Depositor or an Affiliate thereof, provided that such Certificateholder provides its written consent to the Depositor and the Owner Trustee. Following such increase, the Certificate Percentage Interest of each Certificate shall be recalculated, the numerator of which shall be the value thereof including the respective value of the portion of the Additional Certificate Security Balance added thereto pursuant to this Section 3.12, and the denominator of which shall be the value of all the Certificates following such increase. The Owner Trustee shall issue new Certificates with new Certificate Percentage Interests to each Holder of the Certificates, with such Certificate Percentage Interests calculated to four decimal places. In addition, the new Certificates may be issued in minimum denominations of 0.0001% and integral multiples of 0.0001% in excess thereof. This subsection, and subsections (d) and (e) below, shall not apply in the event that any Additional Certificate Security Balance is allocated in accordance with subsection (b) either (i) at any time when there is only one Certificateholder, or (ii) at any time when there is more than one Certificateholder if such Additional Certificate Security Balance is allocated on a pro rata basis among all Certificates. For purposes of the foregoing, the "value" of any Certificate or any Additional Certificate Security Balance added thereto shall be determined by the Seller in its sole discretion based on reasonable cash flow assumptions and valuation methods, and any such determination shall be binding on the Certificateholders. If the Seller is unable to determine the "value," the Owner Trustee shall determine the "value" using the same assumptions and methods. The Owner Trustee, the Indenture Trustee and the Issuer agree to cooperate with each other and the Depositor and the Seller and to cause no unreasonable delay in adjusting the Certificate Percentage Interests of the Certificates pursuant to this Section 3.12 and the issuing of Capped Funding Notes in connection with Section 4.01(d) of the Indenture. 3 ARTICLE Authority and Duties of Owner Trustee Section 4.0 General Authority. The Owner Trustee is authorized and directed to execute and deliver the Basic Documents to which the Trust is to be a party and each certificate or other document attached as an exhibit to or contemplated by the Basic Documents to which the Trust is to be a party and any amendment or other agreement or instrument described herein, in each case, in such form as the Owner Trustee shall approve, as evidenced conclusively by the Owner Trustee's execution thereof. In addition to the foregoing, the Owner Trustee is obligated to take all actions required of the Trust pursuant to the Basic Documents. Section 4.0 General Duties. The Owner Trustee shall be responsible to administer the Trust pursuant to the terms of this Trust Agreement and the Basic Documents to which the Trust is a party and in the interest of the Certificateholders, subject to the Basic Documents and in accordance with the provisions of this Trust Agreement. Section 4.0 Action upon Instruction. Subject to this Article IV and in accordance with the terms of the Basic Documents, the Certificateholders may by written instruction direct the Owner Trustee in the management of the Trust. Such direction may be exercised at any time by written instruction of the Certificateholders pursuant to this Article IV. Notwithstanding the foregoing, the Owner Trustee shall not be required to take any action hereunder or under any Basic Document if the Owner Trustee shall have reasonably determined, or shall have been advised by counsel, that such action is likely to result in liability on the part of the Owner Trustee or is contrary to the terms hereof or of any Basic Document or is otherwise contrary to law. Whenever the Owner Trustee is unable to decide between alternative courses of action permitted or required by the terms of this Trust Agreement or under any Basic Document, or in the event that the Owner Trustee is unsure as to the application of any provision of this Trust Agreement or any Basic Document or any such provision is ambiguous as to its application, or is, or appears to be, in conflict with any other applicable provision, or in the event that this Trust Agreement permits any determination by the Owner Trustee or is silent or is incomplete as to the course of action that the Owner Trustee is required to take with respect to a particular set of facts, the Owner Trustee shall promptly give notice (in such form as shall be appropriate under the circumstances) to the Certificateholders (with a copy to the Credit Enhancer) requesting instruction as to the course of action to be adopted, and to the extent the Owner Trustee acts in good faith in accordance with any written instructions received from Holders of Certificates representing a majority of the Security Balance thereof, the Owner Trustee shall not be liable on account of such action to any Person. If the Owner Trustee shall not have received appropriate instruction within 10 days of such notice (or within such shorter period of time as reasonably may be specified in such notice or may be necessary under the circumstances) it may, but shall be under no duty to, take or refrain from taking such action not inconsistent with this Trust Agreement or the Basic Documents, as it shall deem to be in the best interests of the Certificateholders, and the Owner Trustee shall have no liability to any Person for such action or inaction. Section 4.0 No Duties Except as Specified under Specified Documents or in Instructions. The Owner Trustee shall not have any duty or obligation to manage, make any payment with respect to, register, record, sell, dispose of, or otherwise deal with the Owner Trust Estate, or to otherwise take or refrain from taking any action under, or in connection with, any document contemplated hereby to which the Owner Trustee is a party, except as expressly provided in accordance with the powers granted to and the authority conferred upon the Owner Trustee pursuant to this Trust Agreement, in accordance with the Basic Documents and in accordance with any document or instruction delivered to the Owner Trustee pursuant to Section 4.03; and no implied duties or obligations shall be read into this Trust Agreement or any Basic Document against the Owner Trustee. The Owner Trustee shall have no responsibility for filing any financing or continuation statement in any public office at any time or to otherwise perfect or maintain the perfection of any security interest or lien granted to it hereunder or to prepare or file any Securities and Exchange Commission filing for the Trust or to record this Trust Agreement or any Basic Document. The Owner Trustee nevertheless agrees that it will, at its own cost and expense, promptly take all action as may be necessary to discharge any liens on any part of the Owner Trust Estate that result from actions by, or claims against, the Owner Trustee that are not related to the ownership or the administration of the Owner Trust Estate. Section 4.0 Restrictions. The Owner Trustee shall not take any action (x) that is inconsistent with the purposes of the Trust set forth in Section 2.03 or (y) that, to the actual knowledge of the Owner Trustee, would result in the Trust becoming taxable as a corporation for federal income tax purposes. The Certificateholders shall not direct the Owner Trustee to take action that would violate the provisions of this Section 4.05. The Owner Trustee shall not convey or transfer any of the Trust's properties or assets, including those included in the Trust Estate, to any person unless (a) it shall have received an Opinion of Counsel to the effect that such transaction will not have any material adverse tax consequence to the Trust or any Certificateholder and (b) such conveyance or transfer shall not violate the provisions of Section 3.16(b) of the Indenture. Section 4.0 Prior Notice to Certificateholders and the Credit Enhancer with Respect to Certain Matters. With respect to the following matters, the Owner Trustee shall not take action unless, at least 30 days before the taking of such action, the Owner Trustee shall have notified the Certificateholders and the Credit Enhancer in writing of the proposed action and Holders of Certificates representing a majority of the Security Balance thereof and the Credit Enhancer shall not have notified the Owner Trustee in writing prior to the 30th day after such notice is given that such Certificateholders and the Credit Enhancer have withheld consent or provided alternative direction: the initiation of any claim or lawsuit by the Trust (except claims or lawsuits brought in connection with the collection of cash distributions due and owing under the Revolving Credit Loans) and the compromise of any action, claim or lawsuit brought by or against the Trust (except with respect to the aforementioned claims or lawsuits for collection of cash distributions due and owing under the Revolving Credit Loans); the election by the Trust to file an amendment to the Certificate of Trust (unless such amendment is required to be filed under the Business Trust Statute); the amendment of the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is required; the amendment of the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is not required and such amendment materially adversely affects the interest of the Certificateholders; and the appointment pursuant to the Indenture of a successor Note Registrar, Paying Agent or Indenture Trustee or pursuant to this Trust Agreement of a successor Certificate Registrar or Certificate Paying Agent or the consent to the assignment by the Note Registrar, Paying Agent, Indenture Trustee, Certificate Registrar or Certificate Paying Agent of its obligations under the Indenture or this Trust Agreement, as applicable. Section 4.0 Action by Certificateholders with Respect to Certain Matters. The Owner Trustee shall not have the power, except upon the direction of Certificateholders evidencing not less than a majority of the outstanding Security Balance of the Certificates, and with the consent of the Credit Enhancer, to remove the Master Servicer under the Servicing Agreement pursuant to Section 7.01 thereof or (b) except as expressly provided in the Basic Documents, sell the Revolving Credit Loans after the termination of the Indenture. The Owner Trustee shall take the actions referred to in the preceding sentence only upon written instructions signed by Certificateholders evidencing not less than a majority of the outstanding Security Balance of the Certificates and with the consent of the Credit Enhancer. Section 4.0 Action by Certificateholders with Respect to Bankruptcy. The Owner Trustee shall not have the power to commence a voluntary proceeding in bankruptcy relating to the Trust without the unanimous prior approval of all Certificateholders and with the consent of the Credit Enhancer and the delivery to the Owner Trustee by each such Certificateholder of a certificate certifying that such Certificateholder reasonably believes that the Trust is insolvent. Section 4.0 Restrictions on Certificateholders' Power. The Certificateholders shall not direct the Owner Trustee to take or to refrain from taking any action if such action or inaction would be contrary to any obligation of the Trust or the Owner Trustee under this Trust Agreement or any of the Basic Documents or would be contrary to Section 2.03, nor shall the Owner Trustee be obligated to follow any such direction, if given. Section 4. Majority Control. Except as expressly provided herein, any action that may be taken by the Certificateholders under this Trust Agreement may be taken by the Certificateholders evidencing not less than a majority of the outstanding Security Balance of the Certificates. Except as expressly provided herein, any written notice of the Certificateholders delivered pursuant to this Trust Agreement shall be effective if signed by Certificateholders evidencing not less than a majority of the outstanding Security Balance of the Certificates at the time of the delivery of such notice. Section 4. Doing Business in Other Jurisdictions. Notwithstanding anything contained herein to the contrary, neither Wilmington Trust Company nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will, even after the appointment of a co-trustee or separate trustee in accordance with Section 9.05 hereof, (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of the State of Delaware becoming payable by Wilmington Trust Company, or (iii) subject Wilmington Trust Company to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by Wilmington Trust Company or the Owner Trustee, as the case may be, contemplated hereby. 4 ARTICLE Application of Trust Funds Section 5.0 Distributions. On each Payment Date, the Certificate Paying Agent shall distribute to the Certificateholders all funds on deposit in the Certificate Distribution Account and available therefor (as provided in Section 3.05 of the Indenture), as the Certificate Distribution Amount for such Payment Date. All distributions made pursuant to this Section shall be distributed to the Certificateholders on a pro rata basis based on the Certificate Percentage Interests thereof. In the event that any withholding tax is imposed on the distributions (or allocations of income) to a Certificateholder, such tax shall reduce the amount otherwise distributable to the Certificateholder in accordance with this Section 5.01. The Certificate Paying Agent is hereby authorized and directed to retain or cause to be retained from amounts otherwise distributable to the Certificateholders sufficient funds for the payment of any tax that is legally owed by the Trust (but such authorization shall not prevent the Owner Trustee from contesting any such tax in appropriate proceedings, and withholding payment of such tax, if permitted by law, pending the outcome of such proceedings). The amount of any withholding tax imposed with respect to a Certificateholder shall be treated as cash distributed to such Certificateholder at the time it is withheld by the Certificate Paying Agent and remitted to the appropriate taxing authority. If there is a possibility that withholding tax is payable with respect to a distribution (such as a distribution to a non-U.S. Certificateholder), the Certificate Paying Agent may in its sole discretion withhold such amounts in accordance with this paragraph (b). (c) Distributions to Certificateholders shall be subordinated to the creditors of the Trust, including the Noteholders. (d) Allocations of profits and losses, as determined for federal income tax purposes, shall be made to the Certificateholders on a pro rata basis based on the Certificate Percentage Interests thereof. Section 5.0 Method of Payment. Subject to Section 8.01(c), distributions required to be made to Certificateholders on any Payment Date as provided in Section 5.01 shall be made to each Certificateholder of record on the preceding Record Date either by, in the case of any Certificateholder owning Certificates having denominations aggregating at least $1,000,000, wire transfer, in immediately available funds, to the account of such Holder at a bank or other entity having appropriate facilities therefor, if such Certificateholder shall have provided to the Certificate Registrar appropriate written instructions at least five Business Days prior to such Payment Date or, if not, by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register. Section 5.0 Signature on Returns. The Owner Trustee shall sign on behalf of the Trust the tax returns of the Trust. Section 5.0 Statements to Certificateholders. On each Payment Date, the Certificate Paying Agent shall send to each Certificateholder the statement or statements provided to the Owner Trustee and the Certificate Paying Agent by the Master Servicer pursuant to Section 4.01 of the Servicing Agreement with respect to such Payment Date. Section 5.0 Tax Reporting. So long as the Depositor or any affiliate of the Depositor owns 100% of the Certificates (the "Original Certificateholder"), then no separate federal and state income tax returns and information returns or statements will be filed with respect to the Trust. If the Original Certificateholder is no longer the sole Certificateholder, the subsequent holders of the Certificates by their acceptance hereof, agree to appoint the Original Certificateholder as their agent for the tax matters partner and the Original Certificateholder, as agent for such holders, agrees to perform all duties necessary to comply with federal and state income tax laws. The Certificateholders agree by their purchase of 100% of the Certificates to treat the Trust as an entity wholly owned by the Depositor or any affiliate of the Depositor for purposes of federal and state income tax, franchise tax and any other tax measured in whole or in part by income, with the assets of the entity being the assets held by the Trust, and the Notes being debt of the Trust. 5 ARTICLE Concerning the Owner Trustee Section 6.0 Acceptance of Trusts and Duties. The Owner Trustee accepts the trusts hereby created and agrees to perform its duties hereunder with respect to such trusts but only upon the terms of this Trust Agreement. The Owner Trustee and the Certificate Paying Agent also agree to disburse all moneys actually received by it constituting part of the Owner Trust Estate upon the terms of the Basic Documents and this Trust Agreement. The Owner Trustee shall not be answerable or accountable hereunder or under any Basic Document under any circumstances, except (i) for its own willful misconduct, negligence or bad faith or negligent failure to act or (ii) in the case of the inaccuracy of any representation or warranty contained in Section 6.03 expressly made by the Owner Trustee. In particular, but not by way of limitation (and subject to the exceptions set forth in the preceding sentence): No provision of this Trust Agreement or any Basic Document shall require the Owner Trustee to expend or risk funds or otherwise incur any financial liability in the performance of any of its rights, duties or powers hereunder or under any Basic Document if the Owner Trustee shall have reasonable grounds for believing that repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured or provided to it; Under no circumstances shall the Owner Trustee be liable for indebtedness evidenced by or arising under any of the Basic Documents, including the principal of and interest on the Notes; The Owner Trustee shall not be responsible for or in respect of the validity or sufficiency of this Trust Agreement or for the due execution hereof by the Depositor or for the form, character, genuineness, sufficiency, value or validity of any of the Owner Trust Estate, or for or in respect of the validity or sufficiency of the Basic Documents, the Notes, the Certificates, other than the certificate of authentication on the Certificates, if executed by the Owner Trustee and the Owner Trustee shall in no event assume or incur any liability, duty, or obligation to any Noteholder or to any Certificateholder, other than as expressly provided for herein or expressly agreed to in the Basic Documents; The execution, delivery, authentication and performance by it of this Trust Agreement will not require the authorization, consent or approval of, the giving of notice to, the filing or registration with, or the taking of any other action with respect to, any governmental authority or agency; The Owner Trustee shall not be liable for the default or misconduct of the Depositor, the Indenture Trustee or the Master Servicer under any of the Basic Documents or otherwise and the Owner Trustee shall have no obligation or liability to perform the obligations of the Trust under this Trust Agreement or the Basic Documents that are required to be performed by the Indenture Trustee under the Indenture or the Seller under the Revolving Credit Loan Purchase Agreement; and The Owner Trustee shall be under no obligation to exercise any of the rights or powers vested in it or duties imposed by this Trust Agreement, or to institute, conduct or defend any litigation under this Trust Agreement or otherwise or in relation to this Trust Agreement or any Basic Document, at the request, order or direction of any of the Certificateholders, unless such Certificateholders have offered to the Owner Trustee security or indemnity satisfactory to it against the costs, expenses and liabilities that may be incurred by the Owner Trustee therein or thereby. The right of the Owner Trustee to perform any discretionary act enumerated in this Trust Agreement or in any Basic Document shall not be construed as a duty, and the Owner Trustee shall not be answerable for other than its negligence, bad faith or willful misconduct in the performance of any such act. Section 6.0 Furnishing of Documents. The Owner Trustee shall furnish to the Securityholders promptly upon receipt of a written reasonable request therefor, duplicates or copies of all reports, notices, requests, demands, certificates, financial statements and any other instruments furnished to the Trust under the Basic Documents. Section 6.0 Representations and Warranties. The Owner Trustee hereby represents and warrants to the Depositor, for the benefit of the Certificateholders, that: It is a banking corporation duly organized and validly existing in good standing under the laws of the State of Delaware. It has all requisite corporate power and authority to execute, deliver and perform its obligations under this Trust Agreement; It has taken all corporate action necessary to authorize the execution and delivery by it of this Trust Agreement, and this Trust Agreement will be executed and delivered by one of its officers who is duly authorized to execute and deliver this Trust Agreement on its behalf; Neither the execution nor the delivery by it of this Trust Agreement, nor the consummation by it of the transactions contemplated hereby nor compliance by it with any of the terms or provisions hereof will contravene any federal or Delaware law, governmental rule or regulation governing the banking or trust powers of the Owner Trustee or any judgment or order binding on it, or constitute any default under its charter documents or bylaws or any indenture, mortgage, contract, agreement or instrument to which it is a party or by which any of its properties may be bound; This Trust Agreement, assuming due authorization, execution and delivery by the Owner Trustee and the Depositor, constitutes a valid, legal and binding obligation of the Owner Trustee, enforceable against it in accordance with the terms hereof subject to applicable bankruptcy, insolvency, reorganization, moratorium and other laws affecting the enforcement of creditors' rights generally and to general principles of equity, regardless of whether such enforcement is considered in a proceeding in equity or at law; The Owner Trustee is not in default with respect to any order or decree of any court or any order, regulation or demand of any federal, state, municipal or governmental agency, which default might have consequences that would materially and adversely affect the condition (financial or other) or operations of the Owner Trustee or its properties or might have consequences that would materially adversely affect its performance hereunder; and No litigation is pending or, to the best of the Owner Trustee's knowledge, threatened against the Owner Trustee which would prohibit its entering into this Trust Agreement or performing its obligations under this Trust Agreement. Section 6.0 Reliance; Advice of Counsel. The Owner Trustee shall incur no liability to anyone in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond, or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Trustee may accept a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter the method of determination of which is not specifically prescribed herein, the Owner Trustee may for all purposes hereof rely on a certificate, signed by the president or any vice president or by the treasurer or other authorized officers of the relevant party, as to such fact or matter and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon. In the exercise or administration of the Trust hereunder and in the performance of its duties and obligations under this Trust Agreement or the Basic Documents, the Owner Trustee may act directly or through its agents, attorneys, custodians or nominees (including persons acting under a power of attorney) pursuant to agreements entered into with any of them, and the Owner Trustee shall not be liable for the conduct or misconduct of such agents, attorneys, custodians or nominees (including persons acting under a power of attorney) if such persons have been selected by the Owner Trustee with reasonable care, and may consult with counsel, accountants and other skilled persons to be selected with reasonable care and employed by it at the expense of the Trust. The Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the written opinion or advice of any such counsel, accountants or other such Persons and not contrary to this Trust Agreement or any Basic Document. Section 6.0 Not Acting in Individual Capacity. Except as provided in this Article VI, in accepting the trusts hereby created Wilmington Trust Company acts solely as Owner Trustee hereunder and not in its individual capacity, and all Persons having any claim against the Owner Trustee by reason of the transactions contemplated by this Trust Agreement or any Basic Document shall look only to the Owner Trust Estate for payment or satisfaction thereof. Section 6.0 Owner Trustee Not Liable for Certificates or Related Documents. The recitals contained herein and in the Certificates (other than the signatures of the Owner Trustee on the Certificates) shall be taken as the statements of the Depositor, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of this Trust Agreement, of any Basic Document or of the Certificates (other than the signatures of the Owner Trustee on the Certificates) or the Notes, or of any Related Documents. The Owner Trustee shall at no time have any responsibility or liability with respect to the sufficiency of the Owner Trust Estate or its ability to generate the payments to be distributed to Certificateholders under this Trust Agreement or the Noteholders under the Indenture, including, the compliance by the Depositor or the Seller with any warranty or representation made under any Basic Document or in any related document or the accuracy of any such warranty or representation, or any action of the Certificate Paying Agent, the Certificate Registrar or the Indenture Trustee taken in the name of the Owner Trustee. Section 6.0 Owner Trustee May Own Certificates and Notes. The Owner Trustee in its individual or any other capacity may become the owner or pledgee of Certificates or Notes and may deal with the Depositor, the Seller, the Certificate Paying Agent, the Certificate Registrar and the Indenture Trustee in transactions with the same rights as it would have if it were not Owner Trustee. 6 ARTICLE Compensation of Owner Trustee Section 7.0 Owner Trustee's Fees and Expenses. The Owner Trustee shall receive as compensation for its services hereunder such fees as have been separately agreed upon before the date hereof, and the Owner Trustee shall be reimbursed for its reasonable expenses hereunder and under the Basic Documents, including the reasonable compensation, expenses and disbursements of such agents, representatives, experts and counsel as the Owner Trustee may reasonably employ in connection with the exercise and performance of its rights and its duties hereunder and under the Basic Documents which shall be payable by the Master Servicer pursuant to Section 3.09 of the Servicing Agreement. Section 7.0 Indemnification. The holder of the majority of the Certificate Percentage Interest of the Certificates shall indemnify, defend and hold harmless the Owner Trustee and its successors, assigns, agents and servants (collectively, the "Indemnified Parties") from and against, any and all liabilities, obligations, losses, damages, taxes, claims, actions and suits, and any and all reasonable costs, expenses and disbursements (including reasonable legal fees and expenses) of any kind and nature whatsoever (collectively, "Expenses") which may at any time be imposed on, incurred by, or asserted against the Owner Trustee or any Indemnified Party in any way relating to or arising out of this Trust Agreement, the Basic Documents, the Owner Trust Estate, the administration of the Owner Trust Estate or the action or inaction of the Owner Trustee hereunder, provided, that: the holder of the majority of the Certificate Percentage Interest of the Certificates shall not be liable for or required to indemnify an Indemnified Party from and against Expenses arising or resulting from the Owner Trustee's willful misconduct, negligence or bad faith or as a result of any inaccuracy of a representation or warranty contained in Section 6.03 expressly made by the Owner Trustee; with respect to any such claim, the Indemnified Party shall have given the holder of the majority of the Certificate Percentage Interest of the Certificates written notice thereof promptly after the Indemnified Party shall have actual knowledge thereof; while maintaining control over its own defense, the holder of the majority of the Certificate Percentage Interest of the Certificates shall consult with the Indemnified Party in preparing such defense; and notwithstanding anything in this Agreement to the contrary, the holder of the majority of the Certificate Percentage Interest of the Certificates shall not be liable for settlement of any claim by an Indemnified Party entered into without the prior consent of the holder of the majority of the Certificate Percentage Interest of the Certificates which consent shall not be unreasonably withheld. The indemnities contained in this Section shall survive the resignation or termination of the Owner Trustee or the termination of this Trust Agreement. In the event of any claim, action or proceeding for which indemnity will be sought pursuant to this Section 7.02, the Owner Trustee's choice of legal counsel, if other than the legal counsel retained by the Owner Trustee in connection with the execution and delivery of this Trust Agreement, shall be subject to the approval of the holder of the majority of the Certificate Percentage Interest of the Certificates, which approval shall not be unreasonably withheld. In addition, upon written notice to the Owner Trustee and with the consent of the Owner Trustee which consent shall not be unreasonably withheld, the holder of the majority of the Certificate Percentage Interest of the Certificates has the right to assume the defense of any claim, action or proceeding against the Owner Trustee. 7 ARTICLE Termination of Trust Agreement Section 8.0 Termination of Trust Agreement. This Trust Agreement (other than this Article VIII) and the Trust shall terminate and be of no further force or effect upon the earliest of the final distribution of all moneys or other property or proceeds of the Owner Trust Estate in accordance with the terms of the Indenture and this Trust Agreement, the Payment Date in February 2024, or the purchase by the Master Servicer of all Revolving Credit Loans pursuant to Section 8.08(a) of the Servicing Agreement. The bankruptcy, liquidation, dissolution, death or incapacity of any Certificateholder shall not (x) operate to terminate this Trust Agreement or the Trust or (y) entitle such Certificateholder's legal representatives or heirs to claim an accounting or to take any action or proceeding in any court for a partition or winding up of all or any part of the Trust or the Owner Trust Estate or (z) otherwise affect the rights, obligations and liabilities of the parties hereto. Except as provided in Section 8.01(a), neither the Depositor nor any Certif icateholder shall be entitled to revoke or terminate the Trust. Notice of any termination of the Trust, specifying the Payment Date upon which Certificateholders shall surrender their Certificates to the Certificate Paying Agent for payment of the final distribution and cancellation, shall be given by the Certificate Paying Agent by letter to Certificateholders and the Credit Enhancer mailed within five Business Days of receipt of notice of such termination from the Owner Trustee, stating the Payment Date upon or with respect to which final payment of the Certificates shall be made upon presentation and surrender of the Certificates at the office of the Certificate Paying Agent therein designated, the amount of any such final payment and that the Record Date otherwise applicable to such Payment Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office of the Certificate Payment Agent therein specified. The Certificate Paying Agent shall give such notice to the Owner Trustee and the Certificate Registrar at the time such notice is given to Certificateholders. Upon presentation and surrender of the Certificates, the Certificate Paying Agent shall cause to be distributed to Certificateholders amounts distributable on such Payment Date pursuant to Section 5.01. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within six months after the date specified in the above mentioned written notice, the Certificate Paying Agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. Subject to applicable laws with respect to escheat of funds, if within one year following the Payment Date on which final payment of the Certificates was to have been made pursuant to Section 3.10, all the Certificates shall not have been surrendered for cancellation, the Certificate Paying Agent may take appropriate steps, or may appoint an agent to take appropriate steps, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets that shall remain subject to this Trust Agree ment. Any funds remaining in the Certificate Distribution Account after exhaustion of such remedies shall be distributed by the Certificate Paying Agent to the holder of the majority of the Certificate Percentage Interest of the Certificates. Upon the winding up of the Trust and its termination, the Owner Trustee shall cause the Certificate of Trust to be cancelled by filing a certificate of cancellation with the Secretary of State in accordance with the provisions of Section 3810(c) of the Business Trust Statute. 8 ARTICLE Successor Owner Trustees and Additional Owner Trustees Section 9.0 Eligibility Requirements for Owner Trustee. The Owner Trustee shall at all times be a corporation satisfying the provisions of Section 3807(a) of the Business Trust Statute; authorized to exercise corporate trust powers; having a combined capital and surplus of at least $50,000,000 and subject to supervision or examination by federal or state authorities; and having (or having a parent that has) long-term debt obligations with a rating of at least A by Moody's and/or Standard & Poor's. If such corporation shall publish reports of condition at least annually pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purpose of this Section, the combined capital and surplus of such corporation shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Owner Trustee shall cease to be eligible in accordance with the provisions of this Section 9.01, the Owner Trustee shall resign immediately in the manner and with the effect specified in Section 9.02. Section 9.0 Replacement of Owner Trustee. The Owner Trustee may at any time resign and be discharged from the trusts hereby created by giving 30 days' prior written notice thereof to the Credit Enhancer and the Depositor. Upon receiving such notice of resignation, the Indenture Trustee shall promptly appoint a successor Owner Trustee with the consent of the Credit Enhancer which will not be unreasonably withheld, by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Owner Trustee and one copy to the successor Owner Trustee. If no successor Owner Trustee shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Owner Trustee may petition any court of competent jurisdiction for the appointment of a successor Owner Trustee. If at any time the Owner Trustee shall cease to be eligible in accordance with the provisions of Section 9.01 and shall fail to resign after written request therefor by the Indenture Trustee, or if at any time the Owner Trustee shall be legally unable to act, or shall be adjudged bankrupt or insolvent, or a receiver of the Owner Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Owner Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Indenture Trustee may and shall at the direction of the Credit Enhancer remove the Owner Trustee. If the Indenture Trustee shall remove the Owner Trustee under the authority of the immediately preceding sentence, the Indenture Trustee shall promptly appoint a successor Owner Trustee acceptable to the Credit Enhancer by written instrument, in duplicate, one copy of which instrument shall be delivered to the outgoing Owner Trustee so removed and one copy to the successor Owner Trustee, and shall pay all fees owed to the outgoing Owner Trustee. Any resignation or removal of the Owner Trustee and appointment of a successor Owner Trustee pursuant to any of the provisions of this Section shall not become effective until accep tance of appointment by the successor Owner Trustee pursuant to Section 9.03 and payment of all fees and expenses owed to the outgoing Owner Trustee. Section 9.0 Successor Owner Trustee. Any successor Owner Trustee appointed pursuant to Section 9.02 shall execute, acknowledge and deliver to the Indenture Trustee and to its predecessor Owner Trustee an instrument accepting such appointment under this Trust Agreement, and thereupon the resignation or removal of the predecessor Owner Trustee shall become effective, and such successor Owner Trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor under this Trust Agreement, with like effect as if originally named as Owner Trustee. The predecessor Owner Trustee shall upon payment of its fees and expenses deliver to the successor Owner Trustee all documents and statements and monies held by it under this Trust Agreement; and the predecessor Owner Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Owner Trustee all such rights, powers, duties and obligations. No successor Owner Trustee shall accept appointment as provided in this Section 9.03 unless at the time of such acceptance such successor Owner Trustee shall be eligible pursuant to Section 9.01. Upon acceptance of appointment by a successor Owner Trustee pursuant to this Section 9.03, the Indenture Trustee shall mail notice thereof to all Certificateholders, the Indenture Trustee, the Noteholders and the Rating Agencies. If the Indenture Trustee shall fail to mail such notice within 10 days after acceptance of such appointment by the successor Owner Trustee, the successor Owner Trustee shall cause such notice to be mailed at the expense of the Indenture Trustee. Section 9.0 Merger or Consolidation of Owner Trustee. Any Person into which the Owner Trustee may be merged or converted or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to which the Owner Trustee shall be a party, or any Person succeeding to all or substantially all of the corporate trust business of the Owner Trustee, shall be the successor of the Owner Trustee hereunder, without the execution or filing of any instrument or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; provided, that such Person shall be eligible pursuant to Section 9.01 and, provided, further, that the Owner Trustee shall mail notice of such merger or consolidation to the Rating Agencies. Section 9.0 Appointment of Co-Trustee or Separate Trustee. Notwithstanding any other provisions of this Trust Agreement, at any time, for the purpose of meeting any legal requirements of any jurisdiction in which any part of the Owner Trust Estate may at the time be located, the Owner Trustee shall have the power and shall execute and deliver all instruments to appoint one or more Persons to act as co-trustee, jointly with the Owner Trustee, or as separate trustee or trustees, of all or any part of the Owner Trust Estate, and to vest in such Person, in such capacity, such title to the Trust or any part thereof and, subject to the other provisions of this Section, such powers, duties, obligations, rights and trusts as the Owner Trustee may consider necessary or desirable. No co-trustee or separate trustee under this Trust Agreement shall be required to meet the terms of eligibility as a successor Owner Trustee pursuant to Section 9.01 and no notice of the appointment of any co-trustee or separate trustee shall be required pursuant to Section 9.03. Each separate trustee and co-trustee shall, to the extent permitted by law, be appointed and act subject to the following provisions and conditions: All rights, powers, duties and obligations conferred or imposed upon the Owner Trustee shall be conferred upon and exercised or performed by the Owner Trustee and such separate trustee or co-trustee jointly (it being understood that such separate trustee or co-trustee is not authorized to act separately without the Owner Trustee joining in such act), except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed, the Owner Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations (including the holding of title to the Owner Trust Estate or any portion thereof in any such jurisdiction) shall be exercised and performed singly by such separate trustee or co-trustee, but solely at the direction of the Owner Trustee; No trustee under this Trust Agreement shall be personally liable by reason of any act or omission of any other trustee under this Trust Agreement; and The Owner Trustee may at any time accept the resignation of or remove any separate trustee or co-trustee. Any notice, request or other writing given to the Owner Trustee shall be deemed to have been given to each of the then separate trustees and co-trustees, as effectively as if given to each of them. Every instrument appointing any separate trustee or co-trustee shall refer to this Trust Agreement and the conditions of this Article. Each separate trustee and co-trustee, upon its acceptance of the trusts conferred, shall be vested with the estates or property specified in its instrument of appointment, either jointly with the Owner Trustee or separately, as may be provided therein, subject to all the provisions of this Trust Agreement, specifically including every provision of this Trust Agreement relating to the conduct of, affecting the liability of, or affording protection to, the Owner Trustee. Each such instrument shall be filed with the Owner Trustee. Any separate trustee or co-trustee may at any time appoint the Owner Trustee as its agent or attorney-in-fact with full power and authority, to the extent not prohibited by law, to do any lawful act under or in respect of this Trust Agreement on its behalf and in its name. If any separate trustee or co-trustee shall die, become incapable of acting, resign or be removed, all of its estates, properties, rights, remedies and trusts shall vest in and be exercised by the Owner Trustee, to the extent permitted by law, without the appointment of a new or successor co-trustee or separate trustee. 9 ARTICLE Miscellaneous Section 10.0Amendments. This Trust Agreement may be amended from time to time by the parties hereto as specified in this Section 10.01, provided that any amendment, except as provided in subparagraph (e) below, be accompanied by an Opinion of Counsel, to the Owner Trustee to the effect that such amendment complies with the provisions of this Section and will not cause the Trust to be subject to an entity level tax. If the purpose of the amendment (as detailed therein) is to correct any mistake, eliminate any inconsistency, cure any ambiguity or deal with any matter not covered (i.e., to give effect to the intent of the parties), it shall not be necessary to obtain the consent of any Holders, but the Owner Trustee shall be furnished with (A) a letter from the Rating Agencies that the amendment will not result in the downgrading or withdrawal of the rating then assigned to any Security if determined without regard to the Credit Enhancement Instrument and (B) an Opinion of Counsel to the effect that such action will not adversely affect in any material respect the interests of any Holders, and the consent of the Credit Enhancer shall be obtained. If the purpose of the amendment is to prevent the imposition of any federal or state taxes at any time that any Security is outstanding (i.e., technical in nature), it shall not be necessary to obtain the consent of any Holder, but the Owner Trustee shall be furnished with an Opinion of Counsel that such amendment is necessary or helpful to prevent the imposition of such taxes and is not materially adverse to any Holder and the consent of the Credit Enhancer shall be obtained. If the purpose of the amendment is to add or eliminate or change any provision of the Trust Agreement other than as contemplated in (b) and (c) above, the amendment shall require (A) the consent of the Credit Enhancer and an Opinion of Counsel to the effect that such action will not adversely affect in any material respect the interests of any Holders and (B) either (a) a letter from the Rating Agency that the amendment will not result in the downgrading or withdrawal of the rating then assigned to any security if determined without regard to the Credit Enhancement Instrument or (b) the consent of Holders of Certificates evidencing a majority of the Certificate Percentage Interest of the Certificates and the Indenture Trustee; provided, however, that no such amendment shall (i) reduce in any manner the amount of, or delay the timing of, payments received that are required to be distributed on any Certificate without the consent of the related Certificateholder and the Credit Enhancer, or (ii) reduce the aforesaid percentage of Certificates the Holders of which are required to consent to any such amendment, without the consent of the Holders of all such Certificates then outstanding. If the purpose of the amendment is to provide for the holding of any of the Certificates in book-entry form, it shall require the consent of Holders of all such Certificates then outstanding; provided, that the Opinion of Counsel specified in subparagraph (a) above shall not be required. If the purpose of the amendment is to provide for the issuance of additional certificates representing an interest in the Trust, it shall not be necessary to obtain the consent of any Holder, but the Owner Trustee shall be furnished with (A) an Opinion of Counsel to the effect that such action will not adversely affect in any material respect the interests of any Holders and (B) a letter from the Rating Agencies that the amendment will not result in the downgrading or withdrawal of the rating then assigned to any Security, if determined without regard to the Credit Enhancement Instrument and the consent of the Credit Enhancer shall be obtained. Promptly after the execution of any such amendment or consent, the Owner Trustee shall furnish written notification of the substance of such amendment or consent to each Certificateholder, the Indenture Trustee, the Credit Enhancer and each of the Rating Agencies. It shall not be necessary for the consent of Certificateholders or the Indenture Trustee pursuant to this Section 10.01 to approve the particular form of any proposed amendment or consent, but it shall be sufficient if such consent shall approve the substance thereof. The manner of obtaining such consents (and any other consents of Certificateholders provided for in this Trust Agreement or in any other Basic Document) and of evidencing the authorization of the execution thereof by Certificateholders shall be subject to such reasonable requirements as the Owner Trustee may prescribe. In connection with the execution of any amendment to any agreement to which the Trust is a party, other than this Trust Agreement, the Owner Trustee shall be entitled to receive and conclusively rely upon an Opinion of Counsel to the effect that such amendment is authorized or permitted by the documents subject to such amendment and that all conditions precedent in the Basic Documents for the execution and delivery thereof by the Trust or the Owner Trustee, as the case may be, have been satisfied. Promptly after the execution of any amendment to the Certificate of Trust, the Owner Trustee shall cause the filing of such amendment with the Secretary of State of the State of Delaware. Section 10.0No Legal Title to Owner Trust Estate. The Certificateholders shall not have legal title to any part of the Owner Trust Estate. The Certificateholders shall be entitled to receive distributions with respect to their undivided beneficial interest therein only in accordance with Articles V and VIII. No transfer, by operation of law or otherwise, of any right, title or interest of the Certificateholders to and in their ownership interest in the Owner Trust Estate shall operate to terminate this Trust Agreement or the trusts hereunder or entitle any transferee to an accounting or to the transfer to it of legal title to any part of the Owner Trust Estate Section 10.0Limitations on Rights of Others. Except for Section 2.07, the provisions of this Trust Agreement are solely for the benefit of the Owner Trustee, the Depositor, the Certificateholders, the Credit Enhancer and, to the extent expressly provided herein, the Indenture Trustee and the Noteholders, and nothing in this Trust Agreement (other than Section 2.07), whether express or implied, shall be construed to give to any other Person any legal or equitable right, remedy or claim in the Owner Trust Estate or under or in respect of this Trust Agreement or any covenants, conditions or provisions contained herein. Section 10.0Notices. Unless otherwise expressly specified or permitted by the terms hereof, all notices shall be in writing and shall be deemed given upon receipt, if to the Owner Trustee, addressed to Wilmington Trust Company, Corporate Trust Administration, Rodney Square North, 1100 North Market Street, Wilmington, Delaware 19890, Attention: Corporate Trust Administration; if to the Depositor, addressed to Residential Funding Mortgage Securities II, Inc., 8400 Normandale Lake Boulevard, Suite 700, Minneapolis, Minnesota 55437; if to the Credit Enhancer, addressed to Ambac Assurance Corporation, One State Street Plaza, 17th Floor, New York, New York 10004, Attention: Howard Pfeffer; if to the Rating Agencies, addressed to Moody's Investors Service, Inc., 99 Church Street, 4th Floor, New York, New York 10001 and Standard & Poor's Ratings Services, 26 Broadway, 15th Floor, New York, New York 10004, Attention: Structured Finance Department - MBS or, as to each party, at such other address as shall be designated by such party in a written notice to each other party. Any notice required or permitted to be given to a Certificateholder shall be given by first-class mail, postage prepaid, at the address of such Holder as shown in the Certificate Register. Any notice so mailed within the time prescribed in this Trust Agreement shall be conclusively presumed to have been duly given, whether or not the Certificateholder receives such notice. A copy of any notice delivered to the Owner Trustee or the Trust shall also be delivered to the Depositor. Section 10.0Severability. Any provision of this Trust Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. Section 10.0Separate Counterparts. This Trust Agreement may be executed by the parties hereto in separate counterparts, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute but one and the same instrument. Section 10.0Successors and Assigns. All representations, warranties, covenants and agreements contained herein shall be binding upon, and inure to the benefit of, each of the Depositor, the Owner Trustee and its successors and each Certificateholder and its successors and permitted assigns, all as herein provided and the Credit Enhancer. Any request, notice, direction, consent, waiver or other instrument or action by a Certificateholder shall bind the successors and assigns of such Certificateholder. Section 10.0No Petition. The Owner Trustee, by entering into this Trust Agreement and each Certificateholder, by accepting a Certificate, hereby covenant and agree that they will not at any time institute against the Depositor or the Trust, or join in any institution against the Depositor or the Trust of, any bankruptcy proceedings under any United States federal or state bankruptcy or similar law in connection with any obligations to the Certificates, the Notes, this Trust Agreement or any of the Basic Documents. Section 10.0No Recourse. Each Certificateholder by accepting a Certificate acknowledges that such Certificateholder's Certificates represent beneficial interests in the Trust only and do not represent interests in or obligations of the Depositor, the Seller, the Owner Trustee, the Indenture Trustee or any Affiliate thereof and no recourse may be had against such parties or their assets, except as may be expressly set forth or contemplated in this Trust Agreement, the Certificates or the Basic Documents. Section 10. Headings. The headings of the various Articles and Sections herein are for convenience of reference only and shall not define or limit any of the terms or provisions hereof. Section 10. GOVERNING LAW. THIS TRUST AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF DELAWARE, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS. Section 10. Integration. This Trust Agreement constitutes the entire agreement among the parties hereto pertaining to the subject matter hereof and supersedes all prior agreements and understanding pertaining thereto. Section 10. Rights of Credit Enhancer to Exercise Rights of Certificateholders. By accepting its Certificate, each Certificateholder agrees that unless a Credit Enhancer Default exists, the Credit Enhancer shall have the right to exercise all rights of the Certificateholders under this Agreement without any further consent of the Certificateholders. Nothing in this Section, however, shall alter or modify in any way, the fiduciary obligations of the Owner Trustee to the Certificateholders pursuant to this Agreement, or create any fiduciary obligation of the Owner Trustee to the Credit Enhancer. 10 IN WITNESS WHEREOF, the Depositor and the Owner Trustee have caused their names to be signed hereto by their respective officers thereunto duly authorized, all as of the day and year first above written. RESIDENTIAL FUNDING MORTGAGE SECURITIES II, INC. By: Name: Diane S. Wold TitVice President WILMINGTON TRUST COMPANY, not in its individual capacity but solely as Owner Trustee, except with respect to the representations and warranties contained in Section 6.03 hereof, By: Name: Title: Acknowledged and Agreed: The Chase Manhattan Bank Indenture Trustee, as Certificate Registrar and Certificate Paying Agent By: Name: Regina Bergeland TitVice President 11 EXHIBIT A FORM OF CERTIFICATE THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE TERM NOTES AND THE VARIABLE FUNDING NOTES AS DESCRIBED IN THE AGREEMENT (AS DEFINED HEREIN). THIS CERTIFICATE IS ISSUED IN THE CERTIFICATE PERCENTAGE INTEREST BELOW; HOWEVER, THE CERTIFICATE PERCENTAGE INTEREST OF THIS CERTIFICATE MAY CHANGE IN ACCORDANCE WITH SECTION 3.12 OF THE AGREEMENT. THE HOLDER OF THIS CERTIFICATE HEREBY CONSENTS TO ANY CHANGE IN ITS CERTIFICATE PERCENTAGE INTEREST IN ACCORDANCE WITH SUCH SECTION. THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS WHICH ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 3.05 OF THE AMENDED AND RESTATED TRUST AGREEMENT ("THE AGREEMENT"). NO TRANSFER OF THIS CERTIFICATE SHALL BE MADE UNLESS THE CERTIFICATE REGISTRAR SHALL HAVE RECEIVED EITHER (i) A REPRESENTATION LETTER FROM THE TRANSFEREE OF THIS CERTIFICATE TO THE EFFECT THAT SUCH TRANSFEREE IS NOT AN EMPLOYEE BENEFIT PLAN SUBJECT TO THE PROHIBITED TRANSACTION RESTRICTIONS AND THE FIDUCIARY RESPONSIBILITY REQUIREMENTS OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA"), OR SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986 (THE "CODE"), ANY PERSON ACTING, DIRECTLY OR INDIRECTLY, ON BEHALF OF ANY SUCH PLAN OR ANY PERSON USING "PLAN ASSETS," WITHIN THE MEANING OF THE DEPARTMENT OF LABOR REGULATION AT 29 C.F.R. ss.2510.3-101, TO ACQUIRE THIS CERTIFICATE (COLLECTIVELY A "PLAN INVESTOR"), OR (ii) IF THIS CERTIFICATE IS PRESENTED FOR REGISTRATION IN THE NAME OF A PLAN INVESTOR, AN OPINION OF COUNSEL, OR A CERTIFICATION IN THE FORM OF EXHIBIT G TO THE AGREEMENT IN LIEU OF SUCH OPINION OF COUNSEL, TO THE EFFECT THAT THE PURCHASE OR HOLDING OF THIS CERTIFICATE IS PERMISSIBLE UNDER APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN A PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE (OR COMPARABLE PROVISIONS OF ANY SUBSEQUENT ENACTMENTS) AND WILL NOT SUBJECT THE COMPANY, THE OWNER TRUSTEE, THE MASTER SERVICER OR THE CERTIFICATE REGISTRAR TO ANY OBLIGATION OR LIABILITY IN ADDITION TO THOSE UNDERTAKEN IN THE AGREEMENT. THE TRANSFEREE OF THIS CERTIFICATE SHALL BE SUBJECT TO UNITED STATES FEDERAL WITHHOLDING TAX UNLESS THE CERTIFICATE REGISTRAR SHALL HAVE RECEIVED A CERTIFICATE OF NON-FOREIGN STATUS CERTIFYING AS TO THE TRANSFEREE'S STATUS AS A U.S. PERSON OR CORPORATION OR PARTNERSHIP UNDER U.S. LAW. THIS CERTIFICATE DOES NOT REPRESENT AN INTEREST IN OR OBLIGATION OF THE SELLER, THE COMPANY, THE MASTER SERVICER, THE INDENTURE TRUSTEE, OR THE OWNER TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES, EXCEPT AS EXPRESSLY PROVIDED IN THE AGREEMENT OR THE BASIC DOCUMENTS. A-1 Certificate No. ____ Cut-off Date: September 1, 1998 Date of Trust Agreement: September 28, 1998 First Payment Date: Certificate Percentage Interest of October 20, 1998 this Certificate: ____________%] Assumed Final Payment Date: CUSIP [_____] HOME EQUITY LOAN-BACKED CERTIFICATE SERIES 1998-HS3 evidencing a fractional undivided interest in the Owner Trust Estate, the property of which consists primarily of the Revolving Credit Loans, created by RESIDENTIAL FUNDING MORTGAGE SECURITIES II, INC. (hereinafter called the "Company," which term includes any successor entity under the Agreement referred to below). This Certificate is payable solely from the assets of the Owner Trust Estate, and does not represent an obligation of or interest in the Company, the Seller, the Master Servicer, the Indenture Trustee, the Owner Trustee or GMAC Mortgage Group, Inc. or any of their affiliates. This Certificate is not guaranteed or insured by any governmental agency or instrumentality or by the Company, the Seller, the Master Servicer, the Indenture Trustee, the Owner Trustee or GMAC Mortgage Group, Inc. or any of their affiliates. None of the Company, the Seller, the Master Servicer, the Indenture Trustee, the Owner Trustee, GMAC Mortgage Group, Inc. or any of their affiliates will have any obligation with respect to any certificate or other obligation secured by or payable from payments on the Certificates. This certifies that [name of Holder] is the registered owner of the Security Balance evidenced by this Certificate (as set forth on the face hereof) in certain distributions with respect to the Owner Trust Estate, consisting primarily of the Revolving Credit Loans, created by Residential Funding Mortgage Securities II, Inc. The Trust (as defined herein) was created pursuant to a Trust Agreement dated as specified above (as amended and supplemented from time to time, the "Agreement") between the Company and Wilmington Trust Company, as owner trustee (the "Owner Trustee," which term includes any successor entity under the Agreement), a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Pursuant to the terms of the Agreement, a distribution will be made on the 20th day of each month or, if such 20th day is not a Business Day, the Business Day immediately following (the "Payment Date"), commencing on the first Payment Date specified above, to the Person in whose name this Certificate is registered at the close of business on the last day (or if such last day is not a Business Day, the Business Day immediately preceding such last day) of the month immediately preceding the month of such distribution (the "Record Date"), in an amount equal to the pro rata portion evidenced by this Certificate (based on the Certificate Percentage Interest stated on the face hereon) of the Certificate Distribution Amount, if any, required to be distributed to Holders of Certificates on such Payment Date. Distributions on this Certificate will be made as provided in the Agreement by the Certificate Paying Agent by wire transfer or check mailed to the Certificateholder of record in the Certificate Register without the presentation or surrender of this Certificate or the making of any notation hereon. Except as otherwise provided in the Agreement and notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Certificate Paying Agent of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency maintained by the Certificate Registrar for that purpose in the City and State of New York. The initial Security Balance of this Certificate is set forth above. The Security Balance hereof will be reduced to the extent of the distributions allocable to principal. No transfer of this Certificate will be made unless such transfer is exempt from the registration requirements of the Securities Act of 1933, as amended, and any applicable state securities laws or is made in accordance with said Act and laws. In the event that such a transfer is to be made, (i) the Certificate Registrar or the Company may require an opinion of counsel acceptable to and in form and substance satisfactory to the Certificate Registrar and the Company that such transfer is exempt (describing the applicable exemption and the basis therefor) from or is being made pursuant to the registration requirements of the Securities Act of 1933, as amended, and of any applicable statute of any state and (ii) the transferee shall execute an investment letter in the form described in the Agreement and (iii) the Certificate Registrar shall require the transferee to execute an investment letter and a Certificate of Non-Foreign Status in the form described by the Agreement (or if a Certificate of Non-Foreign Status is not provided, an Opinion of Counsel as described in the Agreement), which investment letter and certificate or Opinion of Counsel shall not be at the expense of the Trust, the Owner Trustee, the Certificate Registrar or the Company. The Holder hereof desiring to effect such transfer shall, and does hereby agree to, indemnify the Trust, the Owner Trustee, the Company, the Master Servicer and the Certificate Registrar against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws. In connection with any such transfer, the Certificate Registrar (unless otherwise directed by the Company) will also require either (i) a representation letter, in the form as described by the Agreement, stating that the transferee is not an employee benefit or other plan subject to the prohibited transaction restrictions or the fiduciary responsibility requirements of ERISA or Section 4975 of the Code ("Plan"), any person acting, directly or indirectly, on behalf of any such plan or any person using the "plan assets," within the meaning of the Department of Labor regulations at 29 C.F.R. ss.2510.3-101, to effect such acquisition (collectively, a "Plan Investor") or (ii) if such transferee is a Plan Investor, an opinion of counsel acceptable to and in form and substance satisfactory to the Company, the Owner Trustee, the Master Servicer and the Certificate Registrar, or a certification in the form of Exhibit G to the Agreement, to the effect that the purchase or holding of the Certificate is permissible under applicable law, will not constitute or result in a prohibited transaction under Section 406 of ERISA or Section 4975 of the Code (or comparable provisions of any subsequent enactments) and will not subject the Company, the Owner Trustee, the Master Servicer or the Certificate Registrar to any obligation or liability in addition to those undertaken in the Agreement. This Certificate is one of a duly authorized issue of Certificates designated as Home Equity Loan-Backed Certificates of the Series specified hereon (herein collectively called the "Certificates"). All terms used in this Certificate which are defined in the Agreement shall have the meanings assigned to them in the Agreement. The Certificateholder, by its acceptance of this Certificate, agrees that it will look solely to the funds on deposit in the Certificate Distribution Account that have been released from the Lien of the Indenture for payment hereunder and that neither the Owner Trustee in its individual capacity nor the Company is personally liable to the Certificateholders for any amount payable under this Certificate or the Agreement or, except as expressly provided in the Agreement, subject to any liability under the Agreement. The Holder of this Certificate acknowledges and agrees that its rights to receive distributions in respect of this Certificate are subordinated to the rights of the Noteholders as described in the Indenture, dated as of September 28, 1998 between Home Equity Loan Trust 1998-HS3 (the "Trust") and The Chase Manhattan Bank, as Indenture Trustee (the "Indenture"). Each Certificateholder, by its acceptance of a Certificate, covenants and agrees that such Certificateholder will not at any time institute against the Company, or join in any institution against the Company or the Trust of, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings, or other proceedings under any United States federal or state bankruptcy or similar law in connection with any obligations relating to the Certificates, the Notes, the Agreement or any of the Basic Documents. The Agreement permits the amendment thereof as specified below, provided that any amendment be accompanied by the consent of the Credit Enhancer and an Opinion of Counsel to the Owner Trustee to the effect that such amendment complies with the provisions of the Agreement and will not cause the Trust to be subject to an entity level tax. If the purpose of the amendment is to correct any mistake, eliminate any inconsistency, cure any ambiguity or deal with any matter not covered, it shall not be necessary to obtain the consent of any Holder, but the Owner Trustee shall be furnished with a letter from the Rating Agencies that the amendment will not result in the downgrading or withdrawal of the rating then assigned to any Security if determined without regard to the Credit Enhancement Instrument and the counsel of the Credit Enhancer shall be obtained. If the purpose of the amendment is to prevent the imposition of any federal or state taxes at any time that any Security is outstanding, it shall not be necessary to obtain the consent of any Holder, but the Owner Trustee shall be furnished with an Opinion of Counsel that such amendment is necessary or helpful to prevent the imposition of such taxes and is not materially adverse to any Holder and the consent of the Credit Enhancer shall be obtained. If the purpose of the amendment is to add or eliminate or change any provision of the Agreement, other than as specified in the preceding two sentences, the amendment shall require either (a) a letter from the Rating Agencies that the amendment will not result in the downgrading or withdrawal of the rating then assigned to any Security, if determined without regard to the Credit Enhancement Instrument or (b) the consent of Holders of a majority of the Certificate Percentage Interests of the Controlling Certificates and the Indenture Trustee; provided, however, that no such amendment shall (i) reduce in any manner the amount of, or delay the time of, payments received that are required to be distributed on any Certificate without the consent of the related Certificateholder and the Credit Enhancer, or (ii) reduce the aforesaid percentage of Certificates the Holders of which are required to consent to any such amendment without the consent of the Holders of all such Certificates then outstanding. As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registerable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies of the Certificate Registrar maintained in the City and State of New York, accompanied by a written instrument of transfer in form satisfactory to the Certificate Registrar duly executed by the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of authorized denominations evidencing the same Class and aggregate Certificate Percentage Interest will be issued to the designated transferee. The initial Certificate Registrar appointed under the Agreement is the Owner Trustee. Except as provided in the Agreement, the Certificates are issuable only in minimum denominations of a 10.0000% Certificate Percentage Interest and in integral multiples of a 0.0001% Certificate Percentage Interest in excess thereof. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of authorized denominations, as requested by the Holder surrendering the same. This Certificate is issued in the Certificate Percentage Interest above; however, the Certificate Percentage Interest of this Certificate may change in accordance with Section 3.12 of the Agreement. The Holder of this Certificate hereby consents to any change in its Certificate Percentage Interest in accordance with such Section. No service charge will be made for any such registration of transfer or exchange, but the Owner Trustee or the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge payable in connection therewith. The Owner Trustee, the Certificate Paying Agent, the Certificate Registrar and any agent of the Owner Trustee, the Certificate Paying Agent, or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Owner Trustee, the Certificate Paying Agent, the Certificate Registrar or any such agent shall be affected by any notice to the contrary. This Certificate shall be governed by and construed in accordance with the laws of the State of Delaware. The obligations created by the Agreement in respect of the Certificates and the Trust created thereby shall terminate upon the earliest of (i) the final distribution of all moneys or other property or proceeds of the Owner Trust Estate in accordance with the terms of the Indenture and the Agreement, (ii) the Payment Date in February 2024, or (iii) the purchase by the Master Servicer of all Revolving Credit Loans pursuant to Section 8.08(a) of the Servicing Agreement. Unless the certificate of authentication hereon shall have been executed by an authorized officer of the Owner Trustee, or an authenticating agent by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose. A-2 IN WITNESS WHEREOF, the Owner Trustee, on behalf of the Trust and not in its individual capacity, has caused this Certificate to be duly executed. HOME EQUITY LOAN TRUST 1998-HS3 by WILMINGTON TRUST COMPANY, not in its individual capacity but solely as Owner Trustee Dated: Authorized Signatory CERTIFICATE OF AUTHENTICATION This is one of the Certificates referred to in the within mentioned Agreement. WILMINGTON TRUST COMPANY, not in its individual capacity but solely as Owner Trustee By:______________________________ Authorized Signatory or __________________________________, as Authenticating Agent of the Trust By:______________________________ Authorized Signatory A-3 ASSIGNMENT FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE (Please print or type name and address, including postal zip code, of assignee) the within Certificate, and all rights thereunder, hereby irrevocably constituting and appointing to transfer said Certificate on the books of the Certificate Registrar, with full power of substitution in the premises. Dated: ___________________________________________*/ Signature Guaranteed: ____________________________*/ - ----------------- */ NOTICE: The signature to this assignment must correspond with the name as it appears upon the face of the within Certificate in every particular, without alteration, enlargement or any change whatever. Such signature must be guaranteed by a member firm of the New York Stock Exchange or a commercial bank or trust company. A-4 DISTRIBUTION INSTRUCTIONS The assignee should include the following for the information of the Certificate Paying Agent: Distribution shall be made by wire transfer in immediately available funds to------------------------------------------------ for the account of ________________________________________, account number ______________, or, if mailed by check, to ______________. Applicable statements should be mailed to__________________. ------------------------------ Signature of assignee or agent (for authorization of wire transfer only) A-5 EXHIBIT B TO THE TRUST AGREEMENT CERTIFICATE OF TRUST OF HOME EQUITY LOAN TRUST 1998-HS3 THE UNDERSIGNED, ______________________, as owner trustee (the "Trustee"), for the purpose of forming a business trust does hereby certify as follows: The name of the business trust is: HOME EQUITY LOAN TRUST 1998-HS3 The name and business address of the Trustee of the business trust in the State of Delaware is ______________________, _________________, __________, Delaware _____. The business trust reserves the right to amend, alter, change, or repeal any provision contained in this Certificate of Trust in the manner now or hereafter prescribed by law. This Certificate of Trust shall be effective upon filing. THE UNDERSIGNED, being the Trustee hereinbefore named, for the purpose of forming a business trust pursuant to the provisions of the Delaware Business Trust Act, does make this certificate of trust, hereby declaring and further certifying that this is its act and deed and that to the best of the undersigned's knowledge and belief the facts herein stated are true. [NAME OF OWNER TRUSTEE], not in its individual capacity but solely as owner trustee under an Amended and Restated Trust Agreement dated as of September 28, 1998 By: Name: Title: B-1 EXHIBIT C [FORM OF RULE 144A INVESTMENT REPRESENTATION] Description of Rule 144A Securities, including numbers: =============================================== =============================================== The undersigned seller, as registered holder (the "Seller"), intends to transfer the Rule 144A Securities described above to the undersigned buyer (the "Buyer"). 1. In connection with such transfer and in accordance with the agreements pursuant to which the Rule 144A Securities were issued, the Seller hereby certifies the following facts: Neither the Seller nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of the Rule 144A Securities, any interest in the Rule 144A Securities or any other similar security to, or solicited any offer to buy or accept a transfer, pledge or other disposition of the Rule 144A Securities, any interest in the Rule 144A Securities or any other similar security from, or otherwise approached or negotiated with respect to the Rule 144A Securities, any interest in the Rule 144A Securities or any other similar security with, any person in any manner, or made any general solicitation by means of general advertising or in any other manner, or taken any other action, that would constitute a distribution of the Rule 144A Securities under the Securities Act of 1933, as amended (the "1933 Act"), or that would render the disposition of the Rule 144A Securities a violation of Section 5 of the 1933 Act or require registration pursuant thereto, and that the Seller has not offered the Rule 144A Securities to any person other than the Buyer or another "qualified institutional buyer" as defined in Rule 144A under the 1933 Act. 2. The Buyer warrants and represents to, and covenants with, the Owner Trustee and the Depositor (as defined in the Amended and Restated Trust Agreement (the "Agreement"), dated as of September 28, 1998 between Residential Funding Mortgage Securities II, Inc., as Depositor and Wilmington Trust Company as Owner Trustee pursuant to Section 3.05 of the Agreement and The Chase Manhattan Bank as indenture trustee, as follows: a. The Buyer understands that the Rule 144A Securities have not been registered under the 1933 Act or the securities laws of any state. b. The Buyer considers itself a substantial, sophisticated institutional investor having such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of investment in the Rule 144A Securities. c. The Buyer has been furnished with all information regarding the Rule 144A Securities that it has requested from the Seller, the Indenture Trustee, the Owner Trustee or the Master Servicer. d. Neither the Buyer nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of the Rule 144A Securities, any interest in the Rule 144A Securities or any other similar security to, or solicited any offer to buy or accept a transfer, pledge or other disposition of the Rule 144A Securities, any interest in the Rule 144A Securities or any other similar security from, or otherwise approached or negotiated with respect to the Rule 144A Securities, any interest in the Rule 144A Securities or any other similar security with, any person in any manner, or made any general solicitation by means of general advertising or in any other manner, or taken any other action, that would constitute a distribution of the Rule 144A Securities under the 1933 Act or that would render the disposition of the Rule 144A Securities a violation of Section 5 of the 1933 Act or require registration pursuant thereto, nor will it act, nor has it authorized or will it authorize any person to act, in such manner with respect to the Rule 144A Securities. e. The Buyer is a "qualified institutional buyer" as that term is defined in Rule 144A under the 1933 Act and has completed either of the forms of certification to that effect attached hereto as Annex 1 or Annex 2. The Buyer is aware that the sale to it is being made in reliance on Rule 144A. The Buyer is acquiring the Rule 144A Securities for its own account or the accounts of other qualified institutional buyers, understands that such Rule 144A Securities may be resold, pledged or transferred only (i) to a person reasonably believed to be a qualified institutional buyer that purchases for its own account or for the account of a qualified institutional buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (ii) pursuant to another exemption from registration under the 1933 Act. 3. The Buyer represents that: (i) either (a) or (b) is satisfied, as marked below: ____ a. The Buyer is not any employee benefit plan subject to the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), or the Internal Revenue Code of 1986 (the "Code"), a Person acting, directly or indirectly, on behalf of any such plan or any Person acquiring such Certificates with "plan assets" of a Plan within the meaning of the Department of Labor regulation promulgated at 29 C.F.R. ss.2510.3-101; or ____ b. The Buyer will provide the Depositor, the Owner Trustee, the Certificate Registrar and the Master Servicer with either: (x) an opinion of counsel, satisfactory to the Depositor, the Owner Trustee, the Certificate Registrar and the Master Servicer, to the effect that the purchase and holding of a Certificate by or on behalf of the Buyer is permissible under applicable law, will not constitute or result in a prohibited transaction under Section 406 of ERISA or Section 4975 of the Code (or comparable provisions of any subsequent enactments) and will not subject the Depositor, the Owner Trustee, the Certificate Registrar or the Master Servicer to any obligation or liability (including liabilities under ERISA or Section 4975 of the Code) in addition to those undertaken in the Trust Agreement, which opinion of counsel shall not be an expense of the Depositor, the Owner Trustee, the Certificate Registrar or the Master Servicer; or (y) in lieu of such opinion of counsel, a certification in the form of Exhibit G to the Trust Agreement; and (ii) the Buyer is familiar with the prohibited transaction restrictions and fiduciary responsibility requirements of Sections 406 and 407 of ERISA and Section 4975 of the Code and understands that each of the parties to which this certification is made is relying and will continue to rely on the statements made in this paragraph 3. 4. This document may be executed in one or more counterparts and by the different parties hereto on separate counterparts, each of which, when so executed, shall be deemed to be an original; such counterparts, together, shall constitute one and the same document. IN WITNESS WHEREOF, each of the parties has executed this document as of the date set forth below. Print Name of Seller Print Name of Buyer By: By: Name: Name: Title: Title: Taxpayer Identification: Taxpayer Identification: No. No. Date: Date: C-1 ANNEX 1 TO EXHIBIT C QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Buyers Other Than Registered Investment Companies] The undersigned hereby certifies as follows in connection with the Rule 144A Investment Representation to which this Certification is attached: 1. As indicated below, the undersigned is the President, Chief Financial Officer, Senior Vice President or other executive officer of the Buyer. 2. In connection with purchases by the Buyer, the Buyer is a "qualified institutional buyer" as that term is defined in Rule 144A under the Securities Act of 1933 ("Rule 144A") because (i) the Buyer owned and/or invested on a discretionary basis $______________________ in securities (except for the excluded securities referred to below) as of the end of the Buyer's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Buyer satisfies the criteria in the category marked below. ___ Corporation, etc. The Buyer is a corporation (other than a bank, savings and loan association or similar institution), Massachusetts or similar business trust, partnership, or charitable organization described in Section 501(c)(3) of the Internal Revenue Code. ___ Bank. The Buyer (a) is a national bank or banking institution organized under the laws of any State, territory or the District of Columbia, the business of which is substantially confined to banking and is supervised by the State or territorial banking commission or similar official or is a foreign bank or equivalent institution, and (b) has an audited net worth of at least $25,000,000 as demonstrated in its latest annual financial statements, a copy of which is attached hereto. -------- Buyer must own and/or invest on a discretionary basis at least $100,000,000 in securities unless Buyer is a dealer, and, in that case, Buyer must own and/or invest on a discretionary basis at least $10,000,000 in securities. C-2 ___ Savings and Loan. The Buyer (a) is a savings and loan association, building and loan association, cooperative bank, homestead association or similar institution, which is supervised and examined by a State or Federal authority having supervision over any such institutions or is a foreign savings and loan association or equivalent institution and (b) has an audited net worth of at least $25,000,000 as demonstrated in its latest annual financial statements. ___ Broker-Dealer. The Buyer is a dealer registered pursuant to Section 15 of the Securities Exchange Act of 1934. ___ Insurance Company. The Buyer is an insurance company whose primary and predominant business activity is the writing of insurance or the reinsuring of risks underwritten by insurance companies and which is subject to supervision by the insurance commissioner or a similar official or agency of a State or territory or the District of Columbia. ___ State or Local Plan. The Buyer is a plan established and maintained by a State, its political subdivisions, or any agency or instrumentality of the State or its political subdivisions, for the benefit of its employees. ___ ERISA Plan. The Buyer is an employee benefit plan within the meaning of Title I of the Employee Retirement Income Security Act of 1974. ___ Investment Adviser. The Buyer is an investment adviser registered under the Investment Advisers Act of 1940. ___ SBIC. The Buyer is a Small Business Investment Company licensed by the U.S. Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958. ___ Business Development Company. The Buyer is a business development company as defined in Section 202(a)(22) of the Investment Advisers Act of 1940. ___ Trust Fund. The Buyer is a trust fund whose trustee is a bank or trust company and whose participants are exclusively (a) plans established and maintained by a State, its political subdivisions, or any agency or instrumentality of the State or its political subdivisions, for the benefit of its employees, or (b) employee benefit plans within the meaning of Title I of the Employee Retirement Income Security Act of 1974, but is not a trust fund that includes as participants individual retirement accounts or H.R. 10 plans. 3. The term "securities" as used herein does not include (i) securities of issuers that are affiliated with the Buyer, (ii) securities that are part of an unsold allotment to or subscription by the Buyer, if the Buyer is a dealer, (iii) bank deposit notes and certificates of deposit, (iv) loan participations, (v) repurchase agreements, (vi) securities owned but subject to a repurchase agreement and (vii) currency, interest rate and commodity swaps. 4. For purposes of determining the aggregate amount of securities owned and/or invested on a discretionary basis by the Buyer, the Buyer used the cost of such securities to the Buyer and did not include any of the securities referred to in the preceding paragraph. Further, in determining such aggregate amount, the Buyer may have included securities owned by subsidiaries of the Buyer, but only if such subsidiaries are consolidated with the Buyer in its financial statements prepared in accordance with generally accepted accounting principles and if the investments of such subsidiaries are managed under the Buyer's direction. However, such securities were not included if the Buyer is a majority-owned, consolidated subsidiary of another enterprise and the Buyer is not itself a reporting company under the Securities Exchange Act of 1934. 5. The Buyer acknowledges that it is familiar with Rule 144A and understands that the seller to it and other parties related to the Rule 144A Securities are relying and will continue to rely on the statements made herein because one or more sales to the Buyer may be in reliance on Rule 144A. ___ ___ Will the Buyer be purchasing the Rule 144A Yes NoSecurities only for the Buyer's own account? 6. If the answer to the foregoing question is "no", the Buyer agrees that, in connection with any purchase of securities sold to the Buyer for the account of a third party (including any separate account) in reliance on Rule 144A, the Buyer will only purchase for the account of a third party that at the time is a "qualified institutional buyer" within the meaning of Rule 144A. In addition, the Buyer agrees that the Buyer will not purchase securities for a third party unless the Buyer has obtained a current representation letter from such third party or taken other appropriate steps contemplated by Rule 144A to conclude that such third party independently meets the definition of "qualified institutional buyer" set forth in Rule 144A. 7. The Buyer will notify each of the parties to which this certification is made of any changes in the information and conclusions herein. Until such notice is given, the Buyer's purchase of Rule 144A Securities will constitute a reaffirmation of this certification as of the date of such purchase. Print Name of Buyer By: Name: Title: Date: C-3 ANNEX 2 TO EXHIBIT C QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Buyers That Are Registered Investment Companies] The undersigned hereby certifies as follows in connection with the Rule 144A Investment Representation to which this Certification is attached: 1. As indicated below, the undersigned is the President, Chief Financial Officer or Senior Vice President of the Buyer or, if the Buyer is a "qualified institutional buyer" as that term is defined in Rule 144A under the Securities Act of 1933 ("Rule 144A") because Buyer is part of a Family of Investment Companies (as defined below), is such an officer of the Adviser. 2. In connection with purchases by Buyer, the Buyer is a "qualified institutional buyer" as defined in SEC Rule 144A because (i) the Buyer is an investment company registered under the Investment Company Act of 1940, and (ii) as marked below, the Buyer alone, or the Buyer's Family of Investment Companies, owned at least $100,000,000 in securities (other than the excluded securities referred to below) as of the end of the Buyer's most recent fiscal year. For purposes of determining the amount of securities owned by the Buyer or the Buyer's Family of Investment Companies, the cost of such securities was used. ____ The Buyer owned $___________________ in securities (other than the excluded securities referred to below) as of the end of the Buyer's most recent fiscal year (such amount being calculated in accordance with Rule 144A). ____ The Buyer is part of a Family of Investment Companies which owned in the aggregate $______________ in securities (other than the excluded securities referred to below) as of the end of the Buyer's most recent fiscal year (such amount being calculated in accordance with Rule 144A). 3. The term "Family of Investment Companies" as used herein means two or more registered investment companies (or series thereof) that have the same investment adviser or investment advisers that are affiliated (by virtue of being majority owned subsidiaries of the same parent or because one investment adviser is a majority owned subsidiary of the other). 4. The term "securities" as used herein does not include (i) securities of issuers that are affiliated with the Buyer or are part of the Buyer's Family of Investment Companies, (ii) bank deposit notes and certificates of deposit, (iii) loan participations, (iv) repurchase agreements, (v) securities owned but subject to a repurchase agreement and (vi) currency, interest rate and commodity swaps. 5. The Buyer is familiar with Rule 144A and understands that each of the parties to which this certification is made are relying and will continue to rely on the statements made herein because one or more sales to the Buyer will be in reliance on Rule 144A. In addition, the Buyer will only purchase for the Buyer's own account. 6. The undersigned will notify each of the parties to which this certification is made of any changes in the information and conclusions herein. Until such notice, the Buyer's purchase of Rule 144A Securities will constitute a reaffirmation of this certification by the undersigned as of the date of such purchase. Print Name of Buyer By: Name: Title: IF AN ADVISER: Print Name of Buyer Date: C-4 EXHIBIT D FORM OF INVESTOR REPRESENTATION LETTER , 19 Residential Funding Mortgage Securities II, Inc. 8400 Normandale Lake Boulevard Suite 600 Minneapolis, Minnesota 55437 The Chase Manhattan Bank 450 West 33rd Street, 15th Floor New York, NY 10001 Attention: Corporate Trust Administration Re: Home Equity Loan-Backed Certificates Series 1998-HS3 Ladies and Gentlemen: (the "Purchaser") intends to purchase from (the "Seller") a ___% Certificate Percentage Interest of Certificates of Series 1998-HS3 (the "Certificates"), issued pursuant to the Amended and Restated Trust Agreement (the "Trust Agreement"), dated as of September 28, 1998, between Residential Funding Mortgage Securities II, Inc. as depositor (the "Company") and Wilmington Trust Company, as owner trustee (the "Owner Trustee"), as acknowledged and agreed by The Chase Manhattan Bank as Certificate Registrar. All terms used herein and not otherwise defined shall have the meanings set forth in the Trust Agreement. The Purchaser hereby certifies, represents and warrants to, and covenants with, the Company and the Certificate Registrar that: 1. The Purchaser understands that (a) the Certificates have not been and will not be registered or qualified under the Securities Act of 1933, as amended (the "Act") or any state securities law, (b) the Company is not required to so register or qualify the Certificates, (c) the Certificates may be resold only if registered and qualified pursuant to the provisions of the Act or any state securities law, or if an exemption from such registration and qualification is available, (d) the Trust Agreement contains restrictions regarding the transfer of the Certificates and (e) the Certificates will bear a legend to the foregoing effect. 2. The Purchaser is acquiring the Certificates for its own account for investment only and not with a view to or for sale in connection with any distribution thereof in any manner that would violate the Act or any applicable state securities laws. 3. The Purchaser is (a) a substantial, sophisticated institutional investor having such knowledge and experience in financial and business matters, and, in particular, in such matters related to securities similar to the Certificates, such that it is capable of evaluating the merits and risks of investment in the Certificates, (b) able to bear the economic risks of such an investment and (c) an "accredited investor" within the meaning of Rule 501(a) promulgated pursuant to the Act. 4. The Purchaser has been furnished with, and has had an opportunity to review (a) [a copy of the Private Placement Memorandum, dated , 19 , relating to the Certificates (b)] a copy of the Trust Agreement and [b] [c] such other information concerning the Certificates, the Revolving Credit Loans and the Company as has been requested by the Purchaser from the Company or the Seller and is relevant to the Purchaser's decision to purchase the Certificates. The Purchaser has had any questions arising from such review answered by the Company or the Seller to the satisfaction of the Purchaser. [If the Purchaser did not purchase the Certificates from the Seller in connection with the initial distribution of the Certificates and was provided with a copy of the Private Placement Memorandum (the "Memorandum") relating to the original sale (the "Original Sale") of the Certificates by the Company, the Purchaser acknowledges that such Memorandum was provided to it by the Seller, that the Memorandum was prepared by the Company solely for use in connection with the Original Sale and the Company did not participate in or facilitate in any way the purchase of the Certificates by the Purchaser from the Seller, and the Purchaser agrees that it will look solely to the Seller and not to the Company with respect to any damage, liability, claim or expense arising out of, resulting from or in connection with (a) error or omission, or alleged error or omission, contained in the Memorandum, or (b) any information, development or event arising after the date of the Memorandum.] 5. The Purchaser has not and will not nor has it authorized or will it authorize any person to (a) offer, pledge, sell, dispose of or otherwise transfer any Certificate, any interest in any Certificate or any other similar security to any person in any manner, (b) solicit any offer to buy or to accept a pledge, disposition of other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) otherwise approach or negotiate with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) make any general solicitation by means of general advertising or in any other manner or (e) take any other action, that (as to any of (a) through (e) above) would constitute a distribution of any Certificate under the Act, that would render the disposition of any Certificate a violation of Section 5 of the Act or any state securities law, or that would require registration or qualification pursuant thereto. The Purchaser will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of the Trust Agreement. 6. The Purchaser represents: (i) that either (a) or (b) is satisfied, as marked below: ____ a. The Purchaser is not any employee benefit plan subject to the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), or the Internal Revenue Code of 1986 (the "Code"), a Person acting, directly or indirectly, on behalf of any such plan or any Person acquiring such Certificates with "plan assets" of a Plan within the meaning of the Department of Labor regulation promulgated at 29 C.F.R. ss.2510.3- 101; or ____ b. The Purchaser will provide the Depositor, the Owner Trustee, the Certificate Registrar and the Master Servicer with either: (x) an opinion of counsel, satisfactory to the Depositor, the Owner Trustee, the Certificate Registrar and the Master Servicer, to the effect that the purchase and holding of a Certificate by or on behalf of the Purchaser is permissible under applicable law, will not constitute or result in a prohibited transaction under Section 406 of ERISA or Section 4975 of the Code (or comparable provisions of any subsequent enactments) and will not subject the Depositor, the Owner Trustee, the Certificate Registrar or the Master Servicer to any obligation or liability (including liabilities under ERISA or Section 4975 of the Code) in addition to those undertaken in the Trust Agreement, which opinion of counsel shall not be an expense of the Depositor, the Owner Trustee, the Certificate Registrar or the Master Servicer; or (y) in lieu of such opinion of counsel, a certification in the form of Exhibit G to the Trust Agreement; and (ii) the Purchaser is familiar with the prohibited transaction restrictions and fiduciary responsibility requirements of Sections 406 and 407 of ERISA and Section 4975 of the Code and understands that each of the parties to which this certification is made is relying and will continue to rely on the statements made in this paragraph 6. 7. The Purchaser is acquiring the Certificate for its own behalf and is not acting as agent or custodian for any other person or entity in connection with such acquisition; 8. The Purchaser is not a partnership, grantor trust or S corporation for federal income tax purposes, or, if the Purchaser is a partnership, grantor trust or S corporation for federal income tax purposes, the Certificates are not more than 50% of the assets of the partnership, grantor trust or S corporation. 9. The Purchaser is not a non-United States person. Very truly yours, By: Name: Title: D-1 EXHIBIT E FORM OF TRANSFEROR REPRESENTATION LETTER , 19 Residential Funding Mortgage Securities II, Inc. 8400 Normandale Lake Boulevard Suite 600 Minneapolis, Minnesota 55437 The Chase Manhattan Bank 450 West 33rd Street, 15th Floor New York, NY 10001 Attention: Corporate Trust Administration Re: Home Equity Loan-Backed Certificates Series 1998-HS3 Ladies and Gentlemen: (the "Purchaser") intends to purchase from (the "Seller") a ___% Certificate Percentage Interest of [Certificates] of Series 1998-HS3 (the "Certificates"), issued pursuant to the Amended and Restated Trust Agreement (the "Trust Agreement"), dated as of September 28, 1998 between Residential Funding Mortgage Securities II, Inc. as depositor (the "Company") and Wilmington Trust Company, as owner trustee (the "Owner Trustee"), as acknowledged and agreed by The Chase Manhattan Bank as Certificate Registrar. All terms used herein and not otherwise defined shall have the meanings set forth in the Trust Agreement. The Seller hereby certifies, represents and warrants to, and covenants with, the Company and the Certificate Registrar that: Neither the Seller nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, or (e) has taken any other action, that (as to any of (a) through (e) above) would constitute a distribution of the Certificates under the Securities Act of 1933 (the "Act"), that would render the disposition of any Certificate a violation of Section 5 of the Act or any state securities law, or that would require registration or qualification pursuant thereto. The Seller will not act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Seller has not and will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of the Trust Agreement. Very truly yours, (Seller) By: Name: Title: E-1 EXHIBIT F CERTIFICATE OF NON-FOREIGN STATUS This Certificate of Non-Foreign Status ("certificate") is delivered pursuant to Section 3.05 of the Amended and Restated Trust Agreement, dated as of September 28, 1998 (the "Trust Agreement"), between Residential Funding Mortgage Securities II, Inc., as depositor and Wilmington Trust Company, as Owner Trustee, in connection with the acquisition of, transfer to or possession by the undersigned, whether as beneficial owner (the "Beneficial Owner"), or nominee on behalf of the Beneficial Owner of the Residential Home Equity Loan-Backed Certificates, Series 1998-HS3 (the "Certificate"). Capitalized terms used but not defined in this certificate have the respective meanings given them in the Trust Agreement. Each holder must complete Part I, Part II (if the holder is a nominee), and in all cases sign and otherwise complete Part III. In addition, each holder shall submit with the Certificate an IRS Form W-9 relating to such holder. To confirm to the Trust that the provisions of Sections 871, 881 or 1446 of the Internal Revenue Code (relating to withholding tax on foreign partners) do not apply in respect of the Certificate held by the undersigned, the undersigned hereby certifies: Part I - Complete Either A or B A. Individual as Beneficial Owner 1. I am (The Beneficial Owner is ) not a non-resident alien for purposes of U.S. income taxation; 2. My (The Beneficial Owner's) name and home address are: ; and 3. My (The Beneficial Owner's) U.S. taxpayer identification number (Social Security Number) is . B. Corporate, Partnership or Other EntiOwner Beneficial 1. (Name of the Beneficial Owner) is not a foreign corporation, foreign partnership, foreign trust or foreign estate (as those terms are defined in the Code and Treasury Regulations; 2. The Beneficial Owner's office address and place of incorporation (if applicable) is ; and 3. The Beneficial Owner's U.S. employer identification number is . Part II - Nominees If the undersigned is the nominee for the Beneficial Owner, the undersigned certifies that this certificate has been made in reliance upon information contained in: an IRS Form W-9 a form such as this or substantially similar provided to the undersigned by an appropriate person and (i) the undersigned agrees to notify the Trust at least thirty (30) days prior to the date that the form relied upon becomes obsolete, and (ii) in connection with change in Beneficial Owners, the undersigned agrees to submit a new Certificate of Non-Foreign Status to the Trust promptly after such change. Part III - Declaration The undersigned, as the Beneficial Owner or a nominee thereof, agrees to notify the Trust within sixty (60) days of the date that the Beneficial Owner becomes a foreign person. The undersigned understands that this certificate may be disclosed to the Internal Revenue Service by the Trust and any false statement contained therein could be punishable by fines, imprisonment or both. F-1 Under penalties of perjury, I declare that I have examined this certificate and to the best of my knowledge and belief it is true, correct and complete and will further declare that I will inform the Trust of any change in the information provided above, and, if applicable, I further declare that I have the authority* to sign this document. Name Title (if applicable) Signature and Date *NOTE: If signed pursuant to a power of attorney, the power of attorney must accompany this certificate. F-2 EXHIBIT G FORM OF ERISA REPRESENTATION LETTER _____________, 199__ Residential Funding Mortgage Securities II, Inc. 8400 Normandale Lake Boulevard Suite 600 Minneapolis, Minnesota 55437 Wilmington Trust Company Rodney Square North 1100 North Market Street Wilmington, Delaware 19890 Residential Funding Corporation 8400 Normandale Lake Boulevard Suite 600 Minneapolis, Minnesota 55437 [CERTIFICATE REGISTRAR] Re: Residential Funding Mortgage Securities II, Inc. Home Equity Loan-Backed Certificates, Series 1998-HS3 Dear Sirs: __________________________________ (the "Transferee") intends to acquire from _____________________ (the "Transferor") a ___% Certificate Percentage Interest of Residential Mortgage Securities II, Inc. Home Equity Loan-Backed Certificates, Series 1998-HS3 (the "Certificates"), issued pursuant to an Amended and Restated Trust Agreement (the "Trust Agreement") dated September 28, 1998 among Residential Funding Mortgage Securities II, Inc., as depositor (the "Depositor") and Wilmington Trust Company, as trustee (the "Owner Trustee"). Capitalized terms used herein and not otherwise defined shall have the meanings assigned thereto in the Trust Agreement. The Transferee hereby certifies, represents and warrants to, and covenants with, the Depositor, the Owner Trustee, the Certificate Registrar and the Master Servicer that either: (1) The Certificates (i) are not being acquired by, and will not be transferred to, any employee benefit plan within the meaning of section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA") or other retirement arrangement, including individual retirement accounts and annuities, Keogh plans and bank collective investment funds and insurance company general or separate accounts in which such plans, accounts or arrangements are invested, that is subject to Section 406 of ERISA or Section 4975 of the Internal Revenue Code of 1986 (the "Code") (any of the foregoing, a "Plan"), (ii) are not being acquired with "plan assets" of a Plan within the meaning of the Department of Labor ("DOL") regulation, 29 C.F.R. ss. 2510.3-101, and (iii) will not be transferred to any entity that is deemed to be investing in plan assets within the meaning of the DOL regulation, 29 C.F.R. ss. 2510.3-101; or (2) The purchase of the Certificates is permissible under applicable law, will not constitute or result in any prohibited transaction under ERISA or Section 4975 of the Code, will not subject the Depositor or the Trustee to any obligation in addition to those undertaken in the Trust Agreement and, with respect to each source of funds being used by the Transferee to acquire the Certificates (each being referred to as a "Source") and the following statements in either (a) or (b): (a) the Transferee is an insurance company and (i) the Source is assets of its "general account," (ii) the conditions set forth in PTCE 95-60 issued by the DOL have been satisfied and the purchase and holding of Certificates by or on behalf of the Transferee are exempt under PTCE 95-60 and (iii) the amount of reserves and liabilities for such general account contracts held by or on behalf of any Plan do not exceed 10% of the total reserves and liabilities of such general account plus surplus as of the date hereof (for purposes of this clause, all Plans maintained by the same employer (or affiliate thereof) or employee organization are deemed to be a single Plan) in connection with its purchase and holding of such Certificates; or (b) the Transferee is an insurance company and (i) the Source is assets of its "general account," (ii) the requirements of Section 401(c) of ERISA and the DOL regulations to be promulgated thereunder ("401(c) Regulations") have been satisfied and will continue to be satisfied and (iii) the Transferee represents that it understands that the operation of the general account after December 31, 1999 may affect its ability to continue to hold the Certificates after the date which is 18 months after the 401(c) Regulations become final and unless a class exemption issued by the DOL or an exception under Section 401(c) of ERISA is then available for the continued holding of Certificates, if the assets of the general account constitute Plan Assets, it will dispose of the Certificates prior to the date which is 18 months after the 401(c) Regulations become final. (3) The Transferee is familiar with the prohibited transaction restrictions and fiduciary responsibility requirements of Sections 406 and 407 of ERISA and Section 4975 of the Code and understands that each of the parties to which this certification is made is relying and will continue to rely on the statements made herein. Very truly yours, By: Name: Title: G-1 EXHIBIT H FORM OF REPRESENTATION LETTER _____________, 199__ Residential Funding Mortgage Securities II, Inc. 8400 Normandale Lake Boulevard Suite 600 Minneapolis, Minnesota 55437 Wilmington Trust Company Rodney Square North 1100 North Market Street Wilmington, Delaware 19890 Residential Funding Corporation 8400 Normandale Lake Boulevard Suite 600 Minneapolis, Minnesota 55437 [CERTIFICATE REGISTRAR] Re: Residential Funding Mortgage Securities II, Inc. Home Equity Loan-Backed Certificates, Series 1998-HS3 Dear Sirs: __________________________________ (the "Transferee") intends to acquire from _____________________ (the "Transferor") a ___% Certificate Percentage Interest of Residential Mortgage Securities II, Inc. Home Equity Loan-Backed Certificates, Series 1998-HS3 (the "Certificates"), issued pursuant to a Amended and Restated Trust Agreement (the "Trust Agreement") dated September 28, 1998 among Residential Funding Mortgage Securities II, Inc., as depositor (the "Depositor") and Wilmington Trust Company, as trustee (the "Owner Trustee"). Capitalized terms used herein and not otherwise defined shall have the meanings assigned thereto in the Trust Agreement. The Transferee hereby certifies, represents and warrants to, and covenants with, the Depositor, the Owner Trustee, the Certificate Registrar and the Master Servicer that: (1) the Transferee is acquiring the Certificate for its own behalf and is not acting as agent or custodian for any other person or entity in connection with such acquisition; and (2) the Transferee is not a partnership, grantor trust or S corporation for federal income tax purposes, or, if the Transferee is a partnership, grantor trust or S corporation for federal income tax purposes, the Certificates are not more than 50% of the assets of the partnership, grantor trust or S corporation. Very truly yours, By: Name: Title: G-1 EXHIBIT 4.5 EXECUTION COPY HOME EQUITY LOAN TRUST 1998-HS3 Issuer AND THE CHASE MANHATTAN BANK Indenture Trustee INDENTURE Dated as of September 28, 1998 ------------------------------------------ HOME EQUITY LOAN-BACKED TERM NOTES HOME EQUITY LOAN-BACKED VARIABLE FUNDING NOTES ------------- TABLE OF CONTENTS Section Page ARTICLE IDefinitions 1.01. Definitions..................................................2 1.02. Incorporation by Reference of Trust Indenture Act............2 1.03. Rules of Construction........................................2 ARTICLE IIOriginal Issuance of Notes 2.01. Form.........................................................4 2.02. Execution, Authentication and Delivery.......................4 ARTICLE IIICovenants 3.01. Collection of Payments with respect to the Revolving Credit Loans6 3.02. Maintenance of Office or Agency..............................6 3.03. Money for Payments to Be Held in Trust; Paying Agent.........6 3.04. Existence....................................................7 3.05. Payment of Principal and Interest; Defaulted Interest........8 3.06. Protection of Trust Estate..................................10 3.07. Opinions as to Trust Estate.................................11 3.08. Performance of Obligations; Servicing Agreement.............11 3.09. Negative Covenants..........................................12 3.10. Annual Statement as to Compliance...........................12 3.11. Recording of Assignments....................................13 3.12. Representations and Warranties Concerning the Revolving Credit Loans...............................................13 3.13. Assignee of Record of the Revolving Credit Loans............13 3.14. Master Servicer as Agent and Bailee of the Indenture Trustee13 3.15. Investment Company Act......................................13 3.16. Issuer May Consolidate, etc.................................14 3.17. Successor or Transferee.....................................15 3.18. No Other Business...........................................15 3.19. No Borrowing................................................16 3.20. Guarantees, Loans, Advances and Other Liabilities...........16 3.21. Capital Expenditures........................................16 3.22. Owner Trustee Not Liable for Certificates or Related Documents16 3.23. Restricted Payments.........................................16 3.24. Notice of Events of Default.................................17 3.25. Further Instruments and Acts................................17 3.26. Statements to Noteholders...................................17 3.27. Determination of Note Rate..................................17 i Section Page 3.28. Payments under the Credit Enhancement Instrument............17 3.29. Payments under the RFC Demand Note..........................17 ARTICLE IVThe Notes; Satisfaction and Discharge of Indenture 4.01. The Notes; Increase of Maximum Variable Funding Balance; Variable Funding Notes...............................................19 4.02. Registration of and Limitations on Transfer and Exchange of Notes; Appointment of Certificate Registrar........................20 4.03. Mutilated, Destroyed, Lost or Stolen Notes..................22 4.04. Persons Deemed Owners.......................................23 4.05. Cancellation................................................23 4.06. Book-Entry Notes............................................23 4.07. Notices to Depository.......................................24 4.08. Definitive Notes............................................24 4.09. Tax Treatment...............................................25 4.10. Satisfaction and Discharge of Indenture.....................25 4.11. Application of Trust Money..................................26 4.12. Subrogation and Cooperation.................................26 4.13. Repayment of Monies Held by Paying Agent....................27 4.14. Temporary Notes.............................................27 ARTICLE VDefault and Remedies 5.01. Events of Default...........................................28 5.02. Acceleration of Maturity; Rescission and Annulment..........28 5.03. Collection of Indebtedness and Suits for Enforcement by Indenture Trustee ...........................................29 5.04. Remedies; Priorities........................................31 5.05. Optional Preservation of the Trust Estate...................32 5.06. Limitation of Suits.........................................33 5.07. Unconditional Rights of Noteholders to Receive Principal and Interest ...............................................33 5.08. Restoration of Rights and Remedies..........................33 5.09. Rights and Remedies Cumulative..............................34 5.10. Delay or Omission Not a Waiver..............................34 5.11. Control by Noteholders......................................34 5.12. Waiver of Past Defaults.....................................35 5.13. Undertaking for Costs.......................................35 5.14. Waiver of Stay or Extension Laws............................35 5.15. Sale of Trust Estate........................................35 5.16. Action on Notes.............................................37 ii Section Page ARTICLE VIThe Indenture Trustee 6.01. Duties of Indenture Trustee.................................39 6.02. Rights of Indenture Trustee.................................40 6.03. Individual Rights of Indenture Trustee......................40 6.04. Indenture Trustee's Disclaimer..............................40 6.05. Notice of Event of Default..................................40 6.06. Reports by Indenture Trustee to Holders.....................41 6.07. Compensation and Indemnity..................................41 6.08. Replacement of Indenture Trustee............................41 6.09. Successor Indenture Trustee by Merger.......................42 6.10. Appointment of Co-Indenture Trustee or Separate Indenture Trustee ....................................................43 6.11. Eligibility; Disqualification...............................44 6.12. Preferential Collection of Claims Against Issuer............44 6.13. Representations and Warranties..............................44 6.14. Directions to Indenture Trustee.............................45 6.15. Indenture Trustee May Own Securities........................45 ARTICLE VIINoteholders' Lists and Reports 7.01. Issuer to Furnish Indenture Trustee Names and Addresses of Noteholders.................................................46 7.02. Preservation of Information; Communications to Noteholders..46 7.03. Reports by Issuer...........................................46 7.04. Reports by Indenture Trustee................................47 ARTICLE VIIIAccounts, Disbursements and Releases 8.01. Collection of Money.........................................48 8.02. Trust Accounts..............................................48 8.03. Officer's Certificate.......................................48 8.04. Termination Upon Distribution to Noteholders................49 8.05. Release of Trust Estate.....................................49 8.06. Surrender of Notes Upon Final Payment.......................49 ARTICLE IXSupplemental Indentures 9.01. Supplemental Indentures Without Consent of Noteholders......50 9.02. Supplemental Indentures With Consent of Noteholders.........51 9.03. Execution of Supplemental Indentures........................52 iii Section Page 9.04. Effect of Supplemental Indenture............................53 9.05. Conformity with Trust Indenture Act.........................53 9.06. Reference in Notes to Supplemental Indentures...............53 ARTICLE XMiscellaneous 10.01. Compliance Certificates and Opinions, etc...................54 10.02. Form of Documents Delivered to Indenture Trustee............55 10.03. Acts of Noteholders.........................................56 10.04. Notices, etc., to Indenture Trustee, Issuer, Credit Enhancer and Rating Agencies........................................57 10.05. Notices to Noteholders; Waiver..............................57 10.06. Alternate Payment and Notice Provisions.....................58 10.07. Conflict with Trust Indenture Act...........................58 10.08. Effect of Headings..........................................58 10.09. Successors and Assigns......................................58 10.10. Separability................................................59 10.11. Benefits of Indenture.......................................59 10.12. Legal Holidays..............................................59 10.13. GOVERNING LAW...............................................59 10.14. Counterparts................................................59 10.15. Recording of Indenture......................................59 10.16. Issuer Obligation...........................................59 10.17. No Petition.................................................60 10.18. Inspection..................................................60 Signatures and Seals .................................................... 81 Acknowledgments ......................................................... 82 EXHIBITS Exhibit A-1 - Form of Term Notes Exhibit A-2 - Form of Variable Funding Notes Exhibit B - Form of 144A Investment Representation for Capped Funding Notes Exhibit C - Form of Investor Representation Letter for Capped Funding Notes Exhibit D - Form of Transferor Representation Letter for Capped Funding Notes Appendix A Definitions iv This Indenture, dated as of September 28, 1998, between HOME EQUITY LOAN TRUST 1998-HS3, a Delaware business trust, as Issuer (the "Issuer"), and THE CHASE MANHATTAN BANK, as Indenture Trustee (the "Indenture Trustee"), WITNESSETH THAT: Each party hereto agrees as follows for the benefit of the other party and for the equal and ratable benefit of the Holders of the Issuer's Series 1998-HS3 Home Equity Loan-Backed Term Notes and Home Equity Loan-Backed Variable Funding Notes (together, the "Notes"). GRANTING CLAUSE The Issuer hereby Grants to the Indenture Trustee at the Closing Date, as trustee for the benefit of the Holders of the Notes, all of the Issuer's right, title and interest in and to whether now existing or hereafter created (a) the Revolving Credit Loans, (b) all funds on deposit from time to time in the Payment Account and in all proceeds thereof; (c) the Credit Enhancement Instrument; (d) the RFC Demand Note; and (e) all present and future claims, demands, causes and choses in action in respect of any or all of the foregoing and all payments on or under, and all proceeds of every kind and nature whatsoever in respect of, any or all of the foregoing and all payments on or under, and all proceeds of every kind and nature whatsoever in the conversion thereof, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, checks, deposit accounts, rights to payment of any and every kind, and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing (collectively, the "Trust Estate" or the "Collateral"). The foregoing Grant is made in trust to secure the payment of principal of and interest on, and any other amounts owing in respect of, the Notes, equally and ratably without prejudice, priority or distinction, and to secure compliance with the provisions of this Indenture, all as provided in this Indenture. The foregoing Grant shall inure to the benefit of the Credit Enhancer in respect of draws made on the Credit Enhancement Instrument and amounts owing from time to time pursuant to the Insurance Agreement (regardless of whether such amounts relate to the Notes or the Certificates), and such Grant shall continue in full force and effect for the benefit of the Credit Enhancer until all such amounts owing to it have been repaid in full. The Indenture Trustee, as trustee on behalf of the Holders of the Notes, acknowledges such Grant, accepts the trust under this Indenture in accordance with the provisions hereof and agrees to perform its duties as Indenture Trustee as required herein. ARTICLE Definitions Section 1.0 Definitions. For all purposes of this Indenture, except as otherwise expressly provided herein or unless the context otherwise requires, capitalized terms not otherwise defined herein shall have the meanings assigned to such terms in the Definitions attached hereto as Appendix A which is incorporated by reference herein. All other capitalized terms used herein shall have the meanings specified herein. Section 1.0 Incorporation by Reference of Trust Indenture Act. Whenever this Indenture refers to a provision of the Trust Indenture Act (the "TIA"), the provision is incorporated by reference in and made a part of this Indenture. The following TIA terms used in this Indenture have the following meanings: "Commission" means the Securities and Exchange Commission. "indenture securities" means the Notes. "indenture security holder" means a Noteholder. "indenture to be qualified" means this Indenture. "indenture trustee" or "institutional trustee" means the Indenture Trustee. "obligor" on the indenture securities means the Issuer and any other obligor on the indenture securities. All other TIA terms used in this Indenture that are defined by the TIA, defined by TIA reference to another statute or defined by Commission rule have the meaning assigned to them by such definitions. Section 1.0 Rules of Construction. Unless the context otherwise requires: a term has the meaning assigned to it; an accounting term not otherwise defined has the meaning assigned to it in accordance with generally accepted accounting principles as in effect from time to time; "or" is not exclusive; "including" means including without limitation; 2 words in the singular include the plural and words in the plural include the singular; and any agreement, instrument or statute defined or referred to herein or in any instrument or certificate delivered in connection herewith means such agreement, instrument or statute as from time to time amended, modified or supplemented and includes (in the case of agreements or instruments) references to all attachments thereto and instruments incorporated therein; references to a Person are also to its permitted successors and assigns. 3 ARTICLE Original Issuance of Notes Section 2.0 Form. The Term Notes and the Variable Funding Notes, in each case together with the Indenture Trustee's certificate of authentication, shall be in substantially the forms set forth in Exhibits A-1 and A-2, respectively, with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture and may have such letters, numbers or other marks of identification and such legends or endorsements placed thereon as may, consistently herewith, be determined by the officers executing such Notes, as evidenced by their execution of the Notes. Any portion of the text of any Note may be set forth on the reverse thereof, with an appropriate reference thereto on the face of the Note. The Notes shall be typewritten, printed, lithographed or engraved or produced by any combination of these methods (with or without steel engraved borders), all as determined by the Authorized Officers executing such Notes, as evidenced by their execution of such Notes. The terms of the Notes set forth in Exhibits A-1 and A-2 are part of the terms of this Indenture. Section 2.02. Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Request authenticate and deliver Term Notes for original issue in an aggregate initial principal amount of $150,000,000 and Variable Funding Notes for original issue in an aggregate initial principal amount of zero. The Security Balance of the Variable Funding Notes in the aggregate may not exceed the Maximum Variable Funding Balance. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Term Notes shall be issuable in the minimum initial Security Balances of $25,000 and in integral multiples of $1,000 in excess thereof. Each Variable Funding Note shall be initially issued with a Security Balance of $0 or, if applicable, with a Security Balance in the amount equal to the Additional Balance Differential for the Collection Period related to the Payment Date following the date of issuance of such Variable Funding Note pursuant to Section 4.01(c). 4 No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. 5 ARTICLE Covenants Section 3.0 Collection of Payments with respect to the Revolving Credit Loans. The Indenture Trustee shall establish and maintain with itself the Payment Account in which the Indenture Trustee shall, subject to the terms of this paragraph, deposit, on the same day as it is received from the Master Servicer, each remittance received by the Indenture Trustee with respect to the Revolving Credit Loans. The Indenture Trustee shall make all payments of principal of and interest on the Notes, subject to Section 3.03 as provided in Section 3.05 herein from monies on deposit in the Payment Account. Section 3.0 Maintenance of Office or Agency. The Issuer will maintain in the City of New York, an office or agency where, subject to satisfaction of conditions set forth herein, Notes may be surrendered for registration of transfer or exchange, and where notices and demands to or upon the Issuer in respect of the Notes and this Indenture may be served. The Issuer hereby initially appoints the Indenture Trustee to serve as its agent for the foregoing purposes. If at any time the Issuer shall fail to maintain any such office or agency or shall fail to furnish the Indenture Trustee with the address thereof, such surrenders, notices and demands may be made or served at the Corporate Trust Office, and the Issuer hereby appoints the Indenture Trustee as its agent to receive all such surrenders, notices and demands. Section 3.0 Money for Payments to Be Held in Trust; Paying Agent. (a) As provided in Section 3.01, all payments of amounts due and payable with respect to any Notes that are to be made from amounts withdrawn from the Payment Account pursuant to Section 3.01 shall be made on behalf of the Issuer by the Indenture Trustee or by the Paying Agent, and no amounts so withdrawn from the Payment Account for payments of Notes shall be paid over to the Issuer except as provided in this Section 3.03. The Issuer will cause each Paying Agent other than the Indenture Trustee to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee (and if the Indenture Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section 3.03, that such Paying Agent will: hold all sums held by it for the payment of amounts due with respect to the Notes in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; give the Indenture Trustee and the Credit Enhancer written notice of any default by the Issuer of which it has actual knowledge in the making of any payment required to be made with respect to the Notes; 6 at any time during the continuance of any such default, upon the written request of the Indenture Trustee, forthwith pay to the Indenture Trustee all sums so held in trust by such Paying Agent; immediately resign as Paying Agent and forthwith pay to the Indenture Trustee all sums held by it in trust for the payment of Notes, if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; comply with all requirements of the Code with respect to the withholding from any payments made by it on any Notes of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and deliver to the Indenture Trustee a copy of the report to Noteholders prepared with respect to each Payment Date by the Master Servicer pursuant to Section 4.01 of the Servicing Agreement. The Issuer may at any time, for the purpose of obtaining the satisfaction and discharge of this Indenture or for any other purpose, by Issuer Request direct any Paying Agent to pay to the Indenture Trustee all sums held in trust by such Paying Agent, such sums to be held by the Indenture Trustee upon the same trusts as those upon which the sums were held by such Paying Agent; and upon such payment by any Paying Agent to the Indenture Trustee, such Paying Agent shall be released from all further liability with respect to such money. Subject to applicable laws with respect to escheat of funds, any money held by the Indenture Trustee or any Paying Agent in trust for the payment of any amount due with respect to any Note and remaining unclaimed for one year after such amount has become due and payable shall be discharged from such trust and be paid to the Issuer on Issuer Request; and the Holder of such Note shall thereafter, as an unsecured general creditor, look only to the Issuer for payment thereof (but only to the extent of the amounts so paid to the Issuer), and all liability of the Inden- ture Trustee or such Paying Agent with respect to such trust money shall thereupon cease; provided, however, that the Indenture Trustee or such Paying Agent, before being required to make any such repayment, shall at the expense and direction of the Issuer cause to be published once, in an Authorized Newspaper, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining will be repaid to the Issuer. The Indenture Trustee may also adopt and employ, at the expense and direction of the Issuer, any other reasonable means of notification of such repayment (including, but not limited to, mailing notice of such repayment to Holders whose Notes have been called but have not been surrendered for redemption or whose right to or interest in monies due and payable but not claimed is determinable from the records of the Indenture Trustee or of any Paying Agent, at the last address of record for each such Holder). Section 3.0 Existence. The Issuer will keep in full effect its existence, rights and franchises as a business trust under the laws of the State of Delaware (unless it becomes, or any 7 successor Issuer hereunder is or becomes, organized under the laws of any other state or of the United States of America, in which case the Issuer will keep in full effect its existence, rights and franchises under the laws of such other jurisdiction) and will obtain and preserve its qualification to do business in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Indenture, the Notes, the Revolving Credit Loans and each other instrument or agreement included in the Trust Estate. Section 3.0 Payment of Principal and Interest; Defaulted Interest. On each Payment Date from amounts on deposit in the Payment Account (other than amounts therein constituting proceeds of the RFC Demand Note), the Paying Agent shall pay to the Noteholders, the Certificate Paying Agent, on behalf of the Certificateholders, and to other Persons the amounts to which they are entitled, as set forth in the statements delivered to the Indenture Trustee pursuant to Section 4.01 of the Servicing Agreement, as set forth below in the following order of priority: to the Noteholders, as interest on the Term Notes and Variable Funding Notes, interest for the related Interest Period at the Note Rate on the Security Balances of Notes immediately prior to such Payment Date, other than any Interest Shortfalls; to the Noteholders, as principal on the Term Notes and Variable Funding Notes, pro rata based on the Security Balances thereof, the Principal Collection Distribution Amount for such Payment Date; to the Noteholders, as principal to the Term Notes and Variable Funding Notes, pro rata based on the Security Balances thereof, the Liquidation Loss Distribution Amount for such Payment Date; to the Credit Enhancer, in the amount of the premium for the Credit Enhancement Instrument (with interest thereon as provided in the Insurance Agreement); to the Credit Enhancer, to reimburse it for prior draws made on the Credit Enhancement Instrument (with interest thereon as provided in the Insurance Agreement) (except for draws attributable to Excess Loss Amounts); to the Noteholders, as principal to the Term Notes and Variable Funding Notes, pro rata based on the Security Balances thereof, the amount necessary to reduce the aggregate Security Balance of the Notes to the Pool Balance as of the end of the related Collection Period (if applicable) and then to bring the Outstanding Reserve Amount up to the Reserve Amount Target; to the Credit Enhancer, any other amounts owed to the Credit Enhancer pursuant to the Insurance Agreement; to pay the Term Notes and Variable Funding Notes, any Interest Shortfalls not previously paid (together with interest thereon at the Note Rate (as adjusted 8 from time to time)), pro rata, based on such amount remaining unpaid with respect to each of such Notes; to the Indenture Trustee, any amounts owing to the Indenture Trustee pursuant to Section 6.07 remaining unpaid; and any remaining amount, to the Certificate Paying Agent, on behalf of the holders of the Certificates; provided, however, in the event that on a Payment Date a Credit Enhancer Default shall have occurred and be continuing, then the priorities of distributions described above will be adjusted such that payments of any amounts to be paid to the Credit Enhancer will not be paid until the full amount of interest and principal in accordance with clauses (i) through (iii) and (vi) above that are due and required to be paid on the Notes on such Payment Date have been paid and provided, further, that on the Final Scheduled Payment Date or other final Payment Date, the amount to be paid pursuant to clause (ii) above shall be equal to the Security Balances of the Notes immediately prior to such Payment Date. For purposes of the foregoing, required payments of principal on the Notes on each Payment Date will include the pro rata portion allocable to the Notes of all Liquidation Loss Amounts for such Payment Date and for all previous Collection Periods until paid or covered in full, to the extent not otherwise covered by a Liquidation Loss Distribution Amount, a reduction of the Outstanding Reserve Amount or a draw on the Credit Enhancement Instrument (up to the outstanding Security Balance thereof). In addition to the foregoing, on the Insured Undercollateralization Payment Date, if there is any Undercollateralization Amount remaining and a Credit Enhancer Default shall have occurred and be continuing, the Noteholders shall be entitled to an additional principal payment (to be allocated to the Term Notes and Variable Funding Notes on a pro rata basis) equal to the Undercollateralization Amount, if any, remaining after payment of the above specified amounts, which shall be payable from proceeds of the RFC Demand Note drawn pursuant to Section 3.29. On each Payment Date, the Certificate Paying Agent shall deposit in the Certificate Distribution Account all amounts it received pursuant to this Section 3.05 for the purpose of distributing such funds to the Certificateholders. The amounts paid to Noteholders shall be paid to the Term Notes and the Variable Funding Notes in accordance with the applicable percentage as set forth in paragraph (b) below. Interest will accrue on the Notes during an Interest Period on the basis of the actual number of days in such Interest Period and a year assumed to consist of 360 days. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall, if such Holder holds Notes of an aggregate initial Security Balance of at least $10,000, be paid to each Holder of record on the preceding Record Date, by wire transfer to an account specified in writing by such Holder reasonably satisfactory to the Indenture Trustee as of the preceding Record Date or in all other cases or if no such instructions have been delivered to the Indenture Trustee, by check to 9 such Noteholder mailed to such Holder's address as it appears in the Note Register the amount required to be distributed to such Holder on such Payment Date pursuant to such Holder's Securities; provided, however, that the Indenture Trustee shall not pay to such Holders any amount required to be withheld from a payment to such Holder by the Code. The principal of each Note shall be due and payable in full on the Final Scheduled Payment Date for such Note as provided in the related form of Note set forth in Exhibits A-1 and A-2. All principal payments on each of the Term Notes and the Variable Funding Notes shall be made to the Noteholders entitled thereto in accordance with the Percentage Interests represented by such Notes. Upon written notice to the Indenture Trustee by the Issuer, the Indenture Trustee shall notify the Person in whose name a Note is registered at the close of business on the Record Date preceding the Final Scheduled Payment Date or other final Payment Date. Such notice shall be mailed no later than five Business Days prior to such Final Scheduled Payment Date or other final Payment Date and shall specify that payment of the principal amount and any interest due with respect to such Note at the Final Scheduled Payment Date or other final Payment Date will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for such final payment. Section 3.0 Protection of Trust Estate. (a) The Issuer will from time to time execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments, and will take such other action necessary or advisable to: maintain or preserve the lien and security interest (and the priority thereof) of this Indenture or carry out more effectively the purposes hereof; perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; cause the Trust to enforce any of the Revolving Credit Loans; or preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all persons and parties. (b) Except as otherwise provided in this Indenture, the Indenture Trustee shall not remove any portion of the Trust Estate that consists of money or is evidenced by an instrument, certificate or other writing from the jurisdiction in which it was held at the date of the most recent Opinion of Counsel delivered pursuant to Section 3.07 (or from the jurisdiction in which it was held as described in the Opinion of Counsel delivered at the Closing Date pursuant to Section 3.07(a), if no Opinion of Counsel has yet been delivered pursuant to Section 3.07(b)) unless the Trustee shall have first received an Opinion of Counsel to the effect that the lien and security interest created by this Indenture with respect to such property will continue to be maintained after giving effect to such action or actions. 10 The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed pur- suant to this Section 3.06. Section 3.0 Opinions as to Trust Estate. On the Closing Date, the Issuer shall furnish to the Indenture Trustee and the Owner Trustee an Opinion of Counsel at the expense of the Issuer either stating that, in the opinion of such counsel, such action has been taken with respect to the recording and filing of this Indenture, any indentures supplemental hereto, and any other requisite documents, and with respect to the execution and filing of any financing statements and continuation statements, as are necessary to perfect and make effective the lien and security interest in the Revolving Credit Loans and reciting the details of such action, or stating that, in the opinion of such counsel, no such action is necessary to make such lien and security interest effective. On or before December 31st in each calendar year, beginning in 1998, the Issuer shall furnish to the Indenture Trustee an Opinion of Counsel at the expense of the Issuer either stating that, in the opinion of such counsel, such action has been taken with respect to the recording, filing, re-recording and refiling of this Indenture, any indentures supplemental hereto and any other requisite documents and with respect to the execution and filing of any financing statements and continuation statements as is necessary to maintain the lien and security interest in the Revolving Credit Loans and reciting the details of such action or stating that in the opinion of such counsel no such action is necessary to maintain such lien and security interest. Such Opinion of Counsel shall also describe the recording, filing, re-recording and refiling of this Indenture, any indentures supplemental hereto and any other requisite documents and the execution and filing of any financing statements and continuation statements that will, in the opinion of such counsel, be required to maintain the lien and security interest in the Revolving Credit Loans until December 31 in the following calendar year. Section 3.0 Performance of Obligations; Servicing Agreement. The Issuer will punctually perform and observe all of its obligations and agreements contained in this Indenture, the Basic Documents and in the instruments and agreements included in the Trust Estate. The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee in an Officer's Certificate of the Issuer shall be deemed to be action taken by the Issuer. The Issuer will not take any action or permit any action to be taken by others which would release any Person from any of such Person's covenants or obligations under any of the documents relating to the Revolving Credit Loans or under any instrument included in the Trust Estate, or which would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any of the documents relating to the Revolving Credit Loans or any such instrument, except such actions as the Master Servicer is expressly permitted to take in the Servicing Agreement. 11 The Issuer may retain an administrator and may enter into contracts with other Persons for the performance of the Issuer's obligations hereunder, and performance of such obligations by such Persons shall be deemed to be performance of such obligations by the Issuer. Section 3.0 Negative Covenants. So long as any Notes are Outstanding, the Issuer shall not: except as expressly permitted by this Indenture, sell, transfer, exchange or otherwise dispose of the Trust Estate, unless directed to do so by the Indenture Trustee; claim any credit on, or make any deduction from the principal or interest payable in respect of, the Notes (other than amounts properly withheld from such payments under the Code) or assert any claim against any present or former Noteholder by reason of the payment of the taxes levied or assessed upon any part of the Trust Estate; permit the validity or effectiveness of this Indenture to be impaired, or permit the lien of this Indenture to be amended, hypothecated, subordinated, terminated or discharged, or permit any Person to be released from any covenants or obligations with respect to the Notes under this Indenture except as may be expressly permitted hereby, permit any lien, charge, excise, claim, security interest, mortgage or other encumbrance (other than the lien of this Indenture) to be created on or extend to or other- wise arise upon or burden the Trust Estate or any part thereof or any interest therein or the proceeds thereof or permit the lien of this Indenture not to constitute a valid first priority security interest in the Trust Estate; or impair or cause to be impaired the Issuer's interest in the Revolving Credit Loans, the Revolving Credit Loan Purchase Agreement or in any Basic Document, if any such action would materially and adversely affect the interests of the Noteholders. Section 3. Annual Statement as to Compliance. The Issuer will deliver to the Indenture Trustee, within 120 days after the end of each fiscal year of the Issuer (commencing with the fiscal year 1998), an Officer's Certificate stating, as to the Authorized Officer signing such Officer's Certificate, that: a review of the activities of the Issuer during such year and of its performance under this Indenture and the Trust Agreement has been made under such Authorized Officer's supervision; and to the best of such Authorized Officer's knowledge, based on such review, the Issuer has complied with all conditions and covenants under this Indenture and the provisions of the Trust Agreement throughout such year, or, if there has been a default in its compliance with any such condition or covenant, specifying each such default known to such Authorized Officer and the nature and status thereof. 12 Section 3. Recording of Assignments. The Issuer shall enforce the obligation of the Seller under the Revolving Credit Loan Purchase Agreement to submit or cause to be submitted for recording all Assignments of Mortgages within 60 days of receipt of recording information by the Master Servicer. Section 3. Representations and Warranties Concerning the Revolving Credit Loans. The Indenture Trustee, as pledgee of the Revolving Credit Loans, has the benefit of the represen- tations and warranties made by the Seller in Section 3.1(a) and Section 3.1(b) of the Revolving Credit Loan Purchase Agreement concerning the Revolving Credit Loans and the right to enforce the remedies against the Seller provided in such Section 3.1(a) or Section 3.1(b) to the same extent as though such representations and warranties were made directly to the Indenture Trustee. Section 3. Assignee of Record of the Revolving Credit Loans. As pledgee of the Revolving Credit Loans, the Indenture Trustee shall hold record title to the Revolving Credit Loans by being named as payee in the endorsements of the Mortgage Notes and assignee in the Assignments of Mortgage to be recorded under Section 2.1 of the Revolving Credit Loan Purchase Agreement. Except as expressly provided in the Revolving Credit Loan Purchase Agreement or in the Servicing Agreement with respect to any specific Revolving Credit Loan, the Indenture Trustee shall not execute any endorsement or assignment or otherwise release or transfer such record title to any of the Revolving Credit Loans until such time as the remaining Trust Estate may be released pursuant to Section 8.05(b). Section 3. Master Servicer as Agent and Bailee of the Indenture Trustee. Solely for purposes of perfection under Section 9-305 of the Uniform Commercial Code or other similar applicable law, rule or regulation of the state in which such property is held by the Master Servicer, the Issuer and the Indenture Trustee hereby acknowledge that the Master Servicer is acting as agent and bailee of the Indenture Trustee in holding amounts on deposit in the Custodial Account pursuant to Section 3.02 of the Servicing Agreement that are allocable to the Revolving Credit Loans, as well as the agent and bailee of the Indenture Trustee in holding any Related Documents released to the Master Servicer pursuant to Section 3.06(c) of the Servicing Agreement, and any other items constituting a part of the Trust Estate which from time to time come into the possession of the Master Servicer. It is intended that, by the Master Servicer's acceptance of such agency pursuant to Section 3.02 of the Servicing Agreement, the Indenture Trustee, as a pledgee of the Revolving Credit Loans, will be deemed to have possession of such Related Documents, such monies and such other items for purposes of Section 9-305 of the Uniform Commercial Code of the state in which such property is held by the Master Servicer. Section 3. Investment Company Act. The Issuer shall not become an "investment company" or under the "control" of an "investment company" as such terms are defined in the Investment Company Act of 1940, as amended (or any successor or amendatory statute), and the rules and regulations thereunder (taking into account not only the general definition of the term "investment company" but also any available exceptions to such general definition); provided, however, that the Issuer shall be in compliance with this Section 3.15 if it shall have obtained an order exempting it from regulation as an "investment company" so long as it is in compliance with the conditions imposed in such order. 13 Section 3. Issuer May Consolidate, etc. The Issuer shall not consolidate or merge with or into any other Person, unless: the Person (if other than the Issuer) formed by or surviving such consolidation or merger shall be a Person organized and existing under the laws of the United States of America or any state or the District of Columbia and shall expressly assume, by an indenture supplemental hereto, executed and delivered to the Indenture Trustee, in form reasonably satisfactory to the Indenture Trustee, the due and punctual payment of the principal of and interest on all Notes and to the Certificate Paying Agent, on behalf of the Certificateholders and the performance or observance of every agreement and covenant of this Indenture on the part of the Issuer to be performed or observed, all as provided herein; immediately after giving effect to such transaction, no Event of Default shall have occurred and be continuing; the Issuer receives consent of the Credit Enhancer and the Rating Agencies shall have notified the Issuer that such transaction shall not cause the rating of the Notes or the Certificates to be reduced, suspended or withdrawn or to be considered by either Rating Agency to be below investment grade without taking into account the Credit Enhancement Instrument; the Issuer shall have received an Opinion of Counsel (and shall have delivered copies thereof to the Indenture Trustee and the Credit Enhancer) to the effect that such transaction will not have any material adverse tax consequence to the Issuer, any Noteholder or any Certificateholder; any action that is necessary to maintain the lien and security interest created by this Indenture shall have been taken; and the Issuer shall have delivered to the Indenture Trustee an Officer's Certificate and an Opinion of Counsel each stating that such consolidation or merger and such supplemental indenture comply with this Article III and that all conditions precedent herein provided for relating to such transaction have been complied with (including any filing required by the Exchange Act). The Issuer shall not convey or transfer any of its properties or assets, including those included in the Trust Estate, to any Person, unless: the Person that acquires by conveyance or transfer the properties and assets of the Issuer the conveyance or transfer of which is hereby restricted shall be a United States citizen or a Person organized and existing under the laws of the United States of America or any state, expressly assumes, by an indenture supplemental hereto, executed and delivered to the Indenture Trustee, in form satisfactory to the Indenture Trustee, the due and punctual payment of the principal of and interest on all 14 Notes and the performance or observance of every agreement and covenant of this Indenture on the part of the Issuer to be performed or observed, all as provided herein, expressly agrees by means of such supplemental indenture that all right, title and interest so conveyed or transferred shall be subject and subordinate to the rights of Holders of the Notes, unless otherwise provided in such supplemental indenture, expressly agrees to indemnify, defend and hold harmless the Issuer against and from any loss, liability or expense arising under or related to this Indenture and the Notes and expressly agrees by means of such supplemental indenture that such Person (or if a group of Persons, then one specified Person) shall make all filings with the Commission (and any other appropriate Person) required by the Exchange Act in connection with the Notes; immediately after giving effect to such transaction, no Default or Event of Default shall have occurred and be continuing; the Issuer receives consent of the Credit Enhancer and the Rating Agencies shall have notified the Issuer that such transaction shall not cause the rating of the Notes or the Certificates to be reduced, suspended or withdrawn, if determined without regard to the Credit Enhancement Instrument; the Issuer shall have received an Opinion of Counsel (and shall have delivered copies thereof to the Indenture Trustee) to the effect that such transaction will not have any material adverse tax consequence to the Issuer or any Noteholder; any action that is necessary to maintain the lien and security interest created by this Indenture shall have been taken; and the Issuer shall have delivered to the Indenture Trustee an Officer's Certificate and an Opinion of Counsel each stating that such conveyance or transfer and such supplemental indenture comply with this Article III and that all conditions precedent herein provided for relating to such transaction have been complied with (including any filing required by the Exchange Act). Section 3. Successor or Transferee. Upon any consolidation or merger of the Issuer in accordance with Section 3.16(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein. Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.16(b), the Issuer will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Indenture Trustee of such conveyance or transfer. 15 Section 3. No Other Business. The Issuer shall not engage in any business other than financing, purchasing, owning and selling and managing the Revolving Credit Loans and the issuance of the Notes and Certificates in the manner contemplated by this Indenture and the Basic Documents and all activities incidental thereto. Section 3. No Borrowing. The Issuer shall not issue, incur, assume, guarantee or otherwise become liable, directly or indirectly, for any indebtedness except for the Notes. Section 3. Guarantees, Loans, Advances and Other Liabilities. Except as contemplated by this Indenture or the Basic Documents, the Issuer shall not make any loan or advance or credit to, or guarantee (directly or indirectly or by an instrument having the effect of assuring another's payment or performance on any obligation or capability of so doing or otherwise), endorse or otherwise become contingently liable, directly or indirectly, in connection with the obligations, stocks or dividends of, or own, purchase, repurchase or acquire (or agree contingently to do so) any stock, obligations, assets or securities of, or any other interest in, or make any capital contribution to, any other Person. Section 3. Capital Expenditures. The Issuer shall not make any expenditure (by long- term or operating lease or otherwise) for capital assets (either realty or personalty). Section 3. Owner Trustee Not Liable for Certificates or Related Documents. The recitals contained herein shall be taken as the statements of the Depositor, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of this Indenture, of any Basic Document or of the Certificates (other than the signatures of the Owner Trustee on the Certificates) or the Notes, or of any Related Documents. The Owner Trustee shall at no time have any responsibility or liability with respect to the sufficiency of the Owner Trust Estate or its ability to generate the payments to be distributed to Certificateholders under the Trust Agreement or the Noteholders under this Indenture, including, the compliance by the Depositor or the Seller with any warranty or representation made under any Basic Document or in any related document or the accuracy of any such warranty or representation, or any action of the Certificate Paying Agent, the Certificate Registrar or the Indenture Trustee taken in the name of the Owner Trustee. Section 3. Restricted Payments. The Issuer shall not, directly or indirectly, (i) pay any dividend or make any distribution (by reduction of capital or otherwise), whether in cash, property, securities or a combination thereof, to the Owner Trustee or any owner of a beneficial interest in the Issuer or otherwise with respect to any ownership or equity interest or security in or of the Issuer, (ii) redeem, purchase, retire or otherwise acquire for value any such ownership or equity interest or security or (iii) set aside or otherwise segregate any amounts for any such purpose; provided, however, that the Issuer may make, or cause to be made, (x) distributions to the Owner Trustee and the Certificateholders as contemplated by, and to the extent funds are available for such purpose under the Trust Agreement and (y) payments to the Master Servicer pursuant to the terms of the Servicing Agreement. The Issuer will not, directly or indirectly, make payments to or distributions from the Custodial Account except in accordance with this Indenture and the Basic Documents. 16 Section 3. Notice of Events of Default. The Issuer shall give the Indenture Trustee, the Credit Enhancer and the Rating Agencies prompt written notice of each Event of Default hereunder and under the Trust Agreement. Section 3. Further Instruments and Acts. Upon request of the Indenture Trustee, the Issuer will execute and deliver such further instruments and do such further acts as may be reasonably necessary or proper to carry out more effectively the purpose of this Indenture. Section 3. Statements to Noteholders. On each Payment Date, the Indenture Trustee and the Certificate Registrar shall forward by mail to each Noteholder and Certificateholder, respectively, the Statement delivered to it, on the Business Day following the related Determination Date pursuant to Section 4.01 of the Servicing Agreement. Section 3. Determination of Note Rate. On the second LIBOR Business Day immediately preceding (i) the Closing Date in the case of the first Interest Period and (ii) the first day of each succeeding Interest Period, the Indenture Trustee shall determine LIBOR and the Note Rate for such Interest Period and shall inform the Issuer, the Master Servicer and the Depositor at their respective facsimile numbers given to the Indenture Trustee in writing. Section 3. Payments under the Credit Enhancement Instrument. On any Payment Date, the Indenture Trustee shall make a draw on the Credit Enhancement Instrument in an amount, if any, equal to the Credit Enhancement Draw Amount. For purposes of the foregoing, amounts in the Payment Account available for interest distributions on any Payment Date shall be deemed to include all amounts distributed on the Revolving Credit Loans for such Payment Date, other than the Principal Collection Distribution Amount and the Liquidation Loss Distribution Amount (if any) distributed thereon. On any Dissolution Payment Date, the Indenture Trustee shall make a draw on the Credit Enhancement Instrument in an amount, if any, equal to the Dissolution Draw. In addition, on the Final Scheduled Payment Date, the Indenture Trustee shall make a draw on the Credit Enhancement Instrument in the amount by which the Security Balances on the Notes exceeds the payments otherwise available to be made to the Holders thereof on the Final Scheduled Payment Date. The Indenture Trustee shall submit, if a Credit Enhancement Draw Amount or Dissolution Draw is specified in any Statement to Holders prepared by the Master Servicer pursuant to Section 4.01 of the Servicing Agreement, the Notice of NonPayment and Demand for Payment of Insured Amounts (in the form attached as Exhibit A to the Credit Enhancement Instrument) in the amount of the Credit Enhancement Draw Amount or Dissolution Draw to the Credit Enhancer no later than 2:00 P.M., New York City time, on the second Business Day prior to the applicable Payment Date. Upon receipt of such Credit Enhancement Draw Amount or Dissolution Draw in accordance with the terms of the Credit Enhancement Instrument, the Indenture Trustee shall deposit such Credit Enhancement Draw Amount or Dissolution Draw in the Payment Account for distribution to Noteholders pursuant to Section 3.05. Section 3. Payments under the RFC Demand Note. On the Insured Undercollateralization Payment Date, the Indenture Trustee shall demand payment from the Seller 17 under the RFC Demand Note of the entire amount payable thereunder. If a Credit Enhancer Default has occurred and is continuing, the Indenture Trustee shall deposit into the Payment Account an amount equal to the Undercollateralization Amount, if any, remaining after payment of all other amounts to be paid pursuant to Section 3.05(a) on such Payment Date. Such amount shall be paid to the Noteholders on such Payment Date in accordance with the second paragraph of Section 3.05(a). The excess of the amount paid under the RFC Demand Note over any amounts paid to the Noteholders pursuant to the prior sentence shall be released from the lien of the Indenture and transferred to the Certificate Paying Agent for distribution to the Certificateholders on such Payment Date pursuant to Section 5.01(a) of the Trust Agreement. If on any Payment Date prior to the Insured Undercollateralization Payment Date the Undercollateralization Amount has been reduced to zero, the Indenture Trustee shall demand payment from the Seller on such Payment Date of the entire amount payable under the RFC Demand Note, and the entire amount so paid shall thereupon be released from the lien of the Indenture and transferred to the Certificate Paying Agent for distribution to the Certificateholders pursuant to Section 5.01(a) of the Trust Agreement. 18 ARTICLE The Notes; Satisfaction and Discharge of Indenture Section 4.0 The Notes; Increase of Maximum Variable Funding Balance; Variable Funding Notes. The Term Notes shall be registered in the name of a nominee designated by the Depository. Beneficial Owners will hold interests in the Term Notes as set forth in Section 4.06 herein in minimum initial Security Balances of $25,000 and integral multiples of $1,000 in excess thereof. The Capped Funding Notes will be issued as definitive notes in fully registered form in minimum initial Security Balances of $10,000 and integral multiples of $1,000 in excess thereof, together with any additional amount necessary to cover (i) the aggregate initial Security Balance of the Capped Funding Notes surrendered at the time of the initial denominational exchange thereof (with such initial Security Balance in each case being deemed to be the Security Balance of the Capped Funding Notes at the time of such initial denominational exchange thereof) or (ii) the aggregate initial Security Balance of any Capped Funding Notes issued in an exchange described in subsection (d) below. The Indenture Trustee may for all purposes (including the making of payments due on the Notes) deal with the Depository as the authorized representative of the Beneficial Owners with respect to the Term Notes for the purposes of exercising the rights of Holders of Term Notes hereunder. Except as provided in the next succeeding paragraph of this Section 4.01, the rights of Beneficial Owners with respect to the Term Notes shall be limited to those established by law and agreements between such Beneficial Owners and the Depository and Depository Participants. Except as provided in Section 4.08, Beneficial Owners shall not be entitled to definitive certif- icates for the Term Notes as to which they are the Beneficial Owners. Requests and directions from, and votes of, the Depository as Holder of the Term Notes shall not be deemed inconsistent if they are made with respect to different Beneficial Owners. The Indenture Trustee may establish a reasonable record date in connection with solicitations of consents from or voting by Noteholders and give notice to the Depository of such record date. Without the consent of the Issuer and the Indenture Trustee, no Term Note may be transferred by the Depository except to a successor Depository that agrees to hold such Note for the account of the Beneficial Owners. In the event the Depository Trust Company resigns or is removed as Depository, the Indenture Trustee with the approval of the Issuer may appoint a successor Depository. If no successor Depository has been appointed within 30 days of the effective date of the Depository's resignation or removal, each Beneficial Owner shall be entitled to certificates representing the Notes it beneficially owns in the manner prescribed in Section 4.08. The Notes shall, on original issue, be executed on behalf of the Issuer by the Owner Trustee, not in its individual capacity but solely as Owner Trustee, authenticated by the Note Registrar and delivered by the Indenture Trustee to or upon the order of the Issuer. On each Payment Date, the aggregate Security Balance of the Variable Funding Notes shall be increased by an amount equal to the Additional Balance Differential for such Payment Date, subject to the Maximum Variable Funding Balance and the terms and conditions 19 set forth below. The Maximum Variable Funding Balance may be increased as provided in Section 9.01(a)(viii). The Variable Funding Note issued on the Closing Date shall bear the Designation "VFN-1" and each new Variable Funding Note will bear sequential numerical designations in the order of their issuance. Subject to the following conditions, the Variable Funding Notes may be exchanged pursuant to Section 4.02 for one or more Capped Funding Notes. Prior to any such exchange, the party requesting the exchange must provide an Opinion of Counsel, addressed to the Credit Enhancer, the Issuer and the Indenture Trustee, to the effect that the Capped Funding Notes shall qualify for federal income tax purposes as indebtedness of the Issuer and the Issuer will not be characterized as an association (or a publicly traded partnership) taxable as a corporation or a taxable mortgage pool within the meaning of Section 7701(i) of the Code. If required by the Opinion of Counsel, the Capped Funding Notes may be issued concurrently with a reduction in the Security Balance of the Variable Funding Notes and an equivalent increase in the Security Balance of the Certificates, pursuant to Section 3.12 of the Trust Agreement. Upon receipt of the Opinion of Counsel, the Indenture Trustee shall issue Capped Funding Notes with a Security Balance equal to the Security Balance permitted under such Opinion of Counsel, in minimum denominations as set forth in subsection (a) above. The Capped Funding Notes shall bear the designation "Capped" in addition to any other applicable designation. In connection with such exchange, any Security Balance not represented by either a Capped Funding Note or an increase in the Security Balance of the Certificates referred to above shall result in the issuance of a new Variable Funding Note having an initial Security Balance equal to the excess of the outstanding Security Balance of the Variable Funding Note so surrendered over the initial Security Balances of the Capped Funding Notes and an increase in the Security Balance of the Certificates referred to above. The Indenture Trustee and the Issuer agree to cooperate with each other and the party requesting the exchange of Variable Funding Notes for Capped Funding Notes, the Credit Enhancer, the Depositor, the Seller and the Owner Trustee and to cause no unreasonable delay in issuing Capped Funding Notes in connection with this Section and Section 3.14 of the Trust Agreement. Section 4.0 Registration of and Limitations on Transfer and Exchange of Notes; Appointment of Certificate Registrar. The Issuer shall cause to be kept at the Indenture Trustee's Corporate Trust Office a Note Register in which, subject to such reasonable regulations as it may prescribe, the Note Registrar shall provide for the registration of Notes and of transfers and exchanges of Notes as herein provided. Subject to the restrictions and limitations set forth below, upon surrender for registration of transfer of any Note at the Corporate Trust Office, the Issuer shall execute and the Note Registrar shall authenticate and deliver, in the name of the designated transferee or transferees, one or more new Notes in authorized initial Security Balances evidencing the same aggregate Percentage Interests. 20 No Variable Funding Note, other than any Capped Funding Notes, may be transferred. Subject to the provisions set forth below, Capped Funding Notes may be transferred, provided that with respect to the initial transfer thereof by the Seller, prior written notification of such transfer shall have been given to the Rating Agencies and to the Credit Enhancer by the Seller. No transfer, sale, pledge or other disposition of a Capped Funding Note shall be made unless such transfer, sale, pledge or other disposition is exempt from the registration requirements of the Securities Act of 1933, as amended, and any applicable state securities laws or is made in accordance with said Act and laws. In the event of any such transfer, the Indenture Trustee or the Issuer shall require the transferee to execute either (i)(a) an investment letter in substantially the form attached hereto as Exhibit B (or in such form and substance reasonably satisfactory to the Indenture Trustee and the Issuer) which investment letters shall not be an expense of the Trust, the Owner Trustee, the Indenture Trustee, the Master Servicer, the Depositor or the Issuer and which investment letter states that, among other things, such transferee (a) is a "qualified institutional buyer" as defined under Rule 144A, acting for its own account or the accounts of other "qualified institutional buyers" as defined under Rule 144A, and (b) is aware that the proposed transferor intends to rely on the exemption from registration requirements under the Securities Act of 1933, as amended, provided by Rule 144A or (ii)(a) a written Opinion of Counsel (which may be in-house counsel) acceptable to and in form and substance reasonably satisfactory to the Indenture Trustee and the Issuer that such transfer may be made pursuant to an exemption, describing the applicable exemption and the basis therefor, from said Act and laws or is being made pursuant to said Act and laws, which Opinion of Counsel shall not be an expense of the Indenture Trustee or the Issuer and (b) the Indenture Trustee shall require the transferee executes an investment letter in substantially the form of Exhibit C hereto and the transferor executes a representation letter, substantially in the form of Exhibit D hereto acceptable to and in form and substance reasonably satisfactory to the Issuer and the Indenture Trustee certifying to the Issuer and the Indenture Trustee the facts surrounding such transfer, which investment letter shall not be an expense of the Indenture Trustee or the Issuer. The Holder of a Capped Funding Note desiring to effect such transfer shall, and does hereby agree to, indemnify the Indenture Trustee the Credit Enhancer and the Issuer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws. Notwithstanding the foregoing, the restriction of transfer specified in this paragraph is not applicable to any Capped Funding Notes that have been registered under the Securities Act of 1933 pursuant to Section 2.4 of the Revolving Credit Loan Purchase Agreement. Subject to the foregoing, at the option of the Noteholders, Notes may be exchanged for other Notes of like tenor, in each case in authorized initial Security Balances evidencing the same aggregate Percentage Interests upon surrender of the Notes to be exchanged at the Corporate Trust Office of the Note Registrar. With respect to any surrender of Capped Funding Notes for exchange the new Notes delivered in exchange therefor will bear the designation "Capped" in addition to any other applicable designations. Whenever any Notes are so surrendered for exchange, the Indenture Trustee shall execute and the Note Registrar shall authenticate and deliver the Notes which the Noteholder making the exchange is entitled to receive. Each Note presented or surrendered for registration of transfer or exchange shall (if so required by the Note Registrar) be duly endorsed by, or be accompanied by a written instrument of transfer in form reasonably 21 satisfactory to the Note Registrar duly executed by, the Holder thereof or his attorney duly authorized in writing with such signature guaranteed by a commercial bank or trust company located or having a correspondent located in the city of New York. Notes delivered upon any such transfer or exchange will evidence the same obligations, and will be entitled to the same rights and privileges, as the Notes surrendered. No service charge shall be imposed for any registration of transfer or exchange of Notes, but the Note Registrar shall require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any registration of transfer or exchange of Notes. All Notes surrendered for registration of transfer and exchange shall be cancelled by the Note Registrar and delivered to the Indenture Trustee for subsequent destruction without liability on the part of either. The Issuer hereby appoints the Indenture Trustee as Certificate Registrar to keep at its Corporate Trust Office a Certificate Register pursuant to Section 3.09 of the Trust Agreement in which, subject to such reasonable regulations as it may prescribe, the Certificate Registrar shall provide for the registration of Certificates and of transfers and exchanges thereof pursuant to Section 3.05 of the Trust Agreement. The Indenture Trustee hereby accepts such appointment. Section 4.0 Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, and provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same class; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Upon the issuance of any replacement Note under this Section 4.03, the Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other 22 governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee) connected therewith. Every replacement Note issued pursuant to this Section 4.03 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 4.03 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes. Section 4.0 Persons Deemed Owners. Prior to due presentment for registration of transfer of any Note, the Issuer, the Indenture Trustee and any agent of the Issuer or the Indenture Trustee may treat the Person in whose name any Note is registered (as of the day of determination) as the owner of such Note for the purpose of receiving payments of principal of and interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Issuer, the Indenture Trustee or any agent of the Issuer or the Indenture Trustee shall be affected by notice to the contrary. Section 4.0 Cancellation. All Notes surrendered for payment, registration of transfer, exchange or redemption shall, if surrendered to any Person other than the Indenture Trustee, be delivered to the Indenture Trustee and shall be promptly cancelled by the Indenture Trustee. The Issuer may at any time deliver to the Indenture Trustee for cancellation any Notes previously authenticated and delivered hereunder which the Issuer may have acquired in any manner whatsoever, and all Notes so delivered shall be promptly cancelled by the Indenture Trustee. No Notes shall be authenticated in lieu of or in exchange for any Notes cancelled as provided in this Section 4.05, except as expressly permitted by this Indenture. All cancelled Notes may be held or disposed of by the Indenture Trustee in accordance with its standard retention or disposal policy as in effect at the time unless the Issuer shall direct by an Issuer Request that they be destroyed or returned to it; provided however, that such Issuer Request is timely and the Notes have not been previously disposed of by the Indenture Trustee. Section 4.0 Book-Entry Notes. The Term Notes shall initially be issued as one or more Term Notes held by the Book-Entry Custodian or, if appointed to hold such Term Notes as provided below, the Depository Trust Company, the initial Depository, and registered in the name of its nominee Cede & Co. Except as provided below, registration of such Term Notes may not be transferred by the Indenture Trustee except to another Depository that agrees to hold such Term Notes for the respective Beneficial Owners. The Indenture Trustee is hereby initially appointed as the Book-Entry Custodian and hereby agrees to act as such in accordance herewith and in accordance with the agreement that it has with the Depository authorizing it to act as such. The Book-Entry Custodian may, and, if it is no longer qualified to act as such, the Book-Entry Custodian shall, appoint, by a written instrument delivered to the Depositor, the Master Servicer and, if the Indenture Trustee is not the Book-Entry Custodian, the Indenture Trustee, any other 23 transfer agent (including the Depository or any successor Depository) to act as Book-Entry Custodian under such conditions as the predecessor Book-Entry Custodian and the Depository or any successor Depository may prescribe, provided that the predecessor Book-Entry Custodian shall not be relieved of any of its duties or responsibilities by reason of any new appointment, except if the Depository is the successor to the Book-Entry Custodian. If the Indenture Trustee resigns or is removed in accordance with the terms hereof, the successor trustee or, if it so elects, the Depository shall immediately succeed to its predecessor's duties as Book-Entry Custodian. The Depositor shall have the right to inspect, and to obtain copies of, any Term Notes held as Book-Entry Notes by the Book-Entry Custodian. No Beneficial Owner will receive a Definitive Note representing such Beneficial Owner's interest in such Note, except as provided in Section 4.08. Unless and until definitive, fully registered Notes (the "Definitive Notes") have been issued to Beneficial Owners pursuant to Section 4.08: the provisions of this Section 4.06 shall be in full force and effect; the Note Registrar and the Indenture Trustee shall be entitled to deal with the Depository for all purposes of this Indenture (including the payment of principal of and interest on the Notes and the giving of instructions or directions hereunder) as the sole holder of the Term Notes, and shall have no obligation to the Owners of Term Notes; to the extent that the provisions of this Section 4.06 conflict with any other provisions of this Indenture, the provisions of this Section 4.06 shall control; the rights of Beneficial Owners shall be exercised only through the Depository and shall be limited to those established by law and agreements between such Owners of Term Notes and the Depository and/or the Depository Participants. Unless and until Definitive Term Notes are issued pursuant to Section 4.08, the initial Depository will make book-entry transfers among the Depository Participants and receive and transmit payments of principal of and interest on the Notes to such Depository Participants; and whenever this Indenture requires or permits actions to be taken based upon instructions or directions of Holders of Term Notes evidencing a specified percentage of the Security Balances of the Term Notes, the Depository shall be deemed to represent such percentage only to the extent that it has received instructions to such effect from Beneficial Owners and/or Depository Participants owning or representing, respectively, such required percentage of the beneficial interest in the Term Notes and has delivered such instructions to the Indenture Trustee. Section 4.0 Notices to Depository. Whenever a notice or other communication to the Term Note Holders is required under this Indenture, unless and until Definitive Term Notes shall have been issued to Beneficial Owners pursuant to Section 4.08, the Indenture Trustee shall give all such notices and communications specified herein to be given to Holders of the Term Notes to the Depository, and shall have no obligation to the Beneficial Owners. 24 Section 4.0 Definitive Notes. If (i) the Indenture Trustee determines that the Depository is no longer willing or able to properly discharge its responsibilities with respect to the Term Notes and the Indenture Trustee is unable to locate a qualified successor, (ii) the Indenture Trustee elects to terminate the book-entry system through the Depository or (iii) after the occurrence of an Event of Default, Owners of Term Notes representing beneficial interests aggregating at least a majority of the Security Balances of the Term Notes advise the Depository in writing that the continuation of a book-entry system through the Depository is no longer in the best interests of the Beneficial Owners, then the Depository shall notify all Beneficial Owners and the Indenture Trustee of the occurrence of any such event and of the availability of Definitive Term Notes to Beneficial Owners requesting the same. Upon surrender to the Indenture Trustee of the typewritten Term Notes representing the Book-Entry Notes by the Book-Entry Custodian or the Depository, as applicable, accompanied by registration instructions, the Issuer shall execute and the Indenture Trustee shall authenticate the Definitive Term Notes in accordance with the instructions of the Depository. None of the Issuer, the Note Registrar or the Indenture Trustee shall be liable for any delay in delivery of such instructions and may conclusively rely on, and shall be protected in relying on, such instructions. Upon the issuance of Definitive Notes, the Indenture Trustee shall recognize the Holders of the Definitive Notes as Noteholders. Section 4.0 Tax Treatment. The Issuer has entered into this Indenture, and the Notes will be issued, with the intention that, for federal, state and local income, single business and franchise tax purposes, the Notes will qualify as indebtedness of the Issuer. The Issuer, by entering into this Indenture, and each Noteholder, by its acceptance of its Note (and each Bene- ficial Owner by its acceptance of an interest in the applicable Book-Entry Note), agree to treat the Notes for federal, state and local income, single business and franchise tax purposes as indebtedness of the Issuer. Section 4. Satisfaction and Discharge of Indenture. This Indenture shall cease to be of further effect with respect to the Notes except as to (i) rights of registration of transfer and exchange, (ii) substitution of mutilated, destroyed, lost or stolen Notes, (iii) rights of Noteholders to receive payments of principal thereof and interest thereon, (iv) Sections 3.03, 3.04, 3.06, 3.09, 3.16, 3.18 and 3.19, (v) the rights, obligations and immunities of the Indenture Trustee hereunder (including the rights of the Indenture Trustee under Section 6.07 and the obligations of the Indenture Trustee under Section 4.11) and (vi) the rights of Noteholders as beneficiaries hereof with respect to the property so deposited with the Indenture Trustee payable to all or any of them, and the Indenture Trustee, on demand of and at the expense of the Issuer, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture with respect to the Notes, when either all Notes theretofore authenticated and delivered (other than (i) Notes that have been destroyed, lost or stolen and that have been replaced or paid as provided in Section 4.03 and (ii) Notes for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Issuer and thereafter repaid to the Issuer or 25 discharged from such trust, as provided in Section 3.03) have been delivered to the Indenture Trustee for cancellation; or all Notes not theretofore delivered to the Indenture Trustee for cancellation have become due and payable, will become due and payable at the Final Scheduled Payment Date within one year, or c. have been declared immediately due and payable pursuant to Section 5.02. and the Issuer, in the case of a. or b. above, has irrevocably deposited or caused to be irrevocably deposited with the Indenture Trustee cash or direct obligations of or obligations guaranteed by the United States of America (which will mature prior to the date such amounts are payable), in trust for such purpose, in an amount sufficient to pay and discharge the entire indebtedness on such Notes and Certificates then outstanding not theretofore delivered to the Indenture Trustee for cancellation when due on the Final Scheduled Payment Date; the Issuer has paid or caused to be paid all other sums payable hereunder and under the Insurance Agreement by the Issuer; and the Issuer has delivered to the Indenture Trustee and the Credit Enhancer an Officer's Certificate and an Opinion of Counsel, each meeting the applicable requirements of Section 10.01 and each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with and, if the Opinion of Counsel relates to a deposit made in connection with Section 4.10(A)(2)b. above, such opinion shall further be to the effect that such deposit will not have any material adverse tax consequences to the Issuer, any Noteholders or any Certificateholders. Section 4. Application of Trust Money. All monies deposited with the Indenture Trustee pursuant to Section 4.10 hereof shall be held in trust and applied by it, in accordance with the provisions of the Notes and this Indenture, to the payment, either directly or through any Paying Agent or Certificate Paying Agent, as the Indenture Trustee may determine, to the Holders of Securities, of all sums due and to become due thereon for principal and interest; but such monies need not be segregated from other funds except to the extent required herein or required by law. Section 4. Subrogation and Cooperation. The Issuer and the Indenture Trustee acknowledge that (i) to the extent the Credit Enhancer makes payments under the Credit Enhancement Instrument on account of principal of or interest on the Revolving Credit Loans, the Credit Enhancer will be fully subrogated to the rights of the Noteholders to receive such principal 26 and interest from the Revolving Credit Loans, and (ii) the Credit Enhancer shall be paid such principal and interest but only from the sources and in the manner provided herein and in the Insurance Agreement for the payment of such principal and interest. The Indenture Trustee shall cooperate in all respects with any reasonable request by the Credit Enhancer for action to preserve or enforce the Credit Enhancer's rights or interest under this Indenture or the Insurance Agreement, consistent with this Indenture and without limiting the rights of the Noteholders as otherwise set forth in the Indenture, including, without limitation, upon the occurrence and continuance of a default under the Insurance Agreement, a request to take any one or more of the following actions: institute Proceedings for the collection of all amounts then payable on the Notes or under this Indenture in respect to the Notes and all amounts payable under the Insurance Agreement and to enforce any judgment obtained and collect from the Issuer monies adjudged due; sell the Trust Estate or any portion thereof or rights or interest therein, at one or more public or private Sales (as defined in Section 5.15 hereof) called and conducted in any manner permitted by law; file or record all assignments that have not previously been recorded; institute Proceedings from time to time for the complete or partial foreclosure of this Indenture; and exercise any remedies of a secured party under the Uniform Commercial Code and take any other appropriate action to protect and enforce the rights and remedies of the Credit Enhancer hereunder. Following the payment in full of the Notes, the Credit Enhancer shall continue to have all rights and privileges provided to it under this Section and in all other provisions of this Indenture, until all amounts owing to the Credit Enhancer have been paid in full. Section 4. Repayment of Monies Held by Paying Agent. In connection with the satisfaction and discharge of this Indenture with respect to the Notes, all monies then held by any Person other than the Indenture Trustee under the provisions of this Indenture with respect to such Notes shall, upon demand of the Issuer, be paid to the Indenture Trustee to be held and applied according to Section 3.05 and thereupon such Paying Agent shall be released from all further liability with respect to such monies. Section 4. Temporary Notes. Pending the preparation of any Definitive Notes, the Issuer may execute and upon its written direction, the Indenture Trustee may authenticate and make available for delivery, temporary Notes that are printed, lithographed, typewritten, photocopied or otherwise produced, in any denomination, substantially of the tenor of the Definitive Notes in lieu of which they are issued and with such appropriate insertions, omissions, 27 substitutions and other variations as the officers executing such Notes may determine, as evidenced by their execution of such Notes. If temporary Notes are issued, the Issuer will cause Definitive Notes to be prepared without unreasonable delay. After the preparation of the Definitive Notes, the temporary Notes shall be exchangeable for Definitive Notes upon surrender of the temporary Notes at the office or agency of the Indenture Trustee, without charge to the Holder. Upon surrender for cancellation of any one or more temporary Notes, the Issuer shall execute and the Indenture Trustee shall authenticate and make available for delivery, in exchange therefor, Definitive Notes of authorized denominations and of like tenor and aggregate principal amount. Until so exchanged, such temporary Notes shall in all respects be entitled to the same benefits under this Indenture as Definitive Notes. 28 ARTICLE Default and Remedies Section 5.0 Events of Default. The Issuer shall deliver to the Indenture Trustee and the Credit Enhancer, within five days after learning of the occurrence any event which with the giving of notice and the lapse of time would become an Event of Default under clause (iii) of the definition of "Event of Default" written notice in the form of an Officer's Certificate of its status and what action the Issuer is taking or proposes to take with respect thereto. Section 5.0 Acceleration of Maturity; Rescission and Annulment. If an Event of Default should occur and be continuing or if the Master Servicer shall purchase all of the Revolving Credit Loans pursuant to Section 8.08 of the Servicing Agreement, then and in every such case the Indenture Trustee or the Holders of Notes representing not less than a majority of the Security Balances of all Notes with the written consent of the Credit Enhancer, or the Credit Enhancer may declare the Notes to be immediately due and payable, by a notice in writing to the Issuer (and to the Indenture Trustee if given by Noteholders), and upon any such declaration the unpaid principal amount of such class of Notes, together with accrued and unpaid interest thereon through the date of acceleration, shall become immediately due and payable. At any time after such declaration of acceleration of maturity with respect to an Event of Default has been made and before a judgment or decree for payment of the money due has been obtained by the Indenture Trustee as hereinafter in this Article V provided, the Holders of Notes representing a majority of the Security Balances of all Notes, by written notice to the Issuer and the Indenture Trustee with the written consent of the Credit Enhancer, or the Credit Enhancer, may in writing waive the related Event of Default and rescind and annul such declaration and its consequences if: the Issuer has paid or deposited with the Indenture Trustee a sum sufficient to pay: all payments of principal of and interest on the Notes and all other amounts that would then be due hereunder or upon the Notes if the Event of Default giving rise to such acceleration had not occurred; and all sums paid or advanced by the Indenture Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Indenture Trustee and its agents and counsel; and all Events of Default, other than the nonpayment of the principal of the Notes that has become due solely by such acceleration, have been cured or waived as provided in Section 5.12. No such rescission shall affect any subsequent default or impair any right consequent thereto. 29 Section 5.0 Collection of Indebtedness and Suits for Enforcement by Indenture Trustee. The Issuer covenants that if default in the payment of (i) any interest on any Note when the same becomes due and payable, and such default continues for a period of five days, or (ii) the principal of or any installment of the principal of any Note when the same becomes due and payable, the Issuer shall, upon demand of the Indenture Trustee, pay to it, for the benefit of the Holders of Notes, the whole amount then due and payable on the Notes for principal and interest, with interest upon the overdue principal, and in addition thereto such further amount as shall be sufficient to cover the costs and expenses of collection, including the reasonable compensation, expenses, disbursements and advances of the Indenture Trustee and its agents and counsel. In case the Issuer shall fail forthwith to pay such amounts upon such demand, the Indenture Trustee, in its own name and as trustee of an express trust, subject to the provisions of Section 10.17 hereof may institute a Proceeding for the collection of the sums so due and unpaid, and may prosecute such Proceeding to judgment or final decree, and may enforce the same against the Issuer or other obligor upon the Notes and collect in the manner provided by law out of the property of the Issuer or other obligor upon the Notes, wherever situated, the monies adjudged or decreed to be payable. If an Event of Default occurs and is continuing, the Indenture Trustee subject to the provisions of Section 10.17 hereof may, as more particularly provided in Section 5.04, in its discretion, proceed to protect and enforce its rights and the rights of the Noteholders, by such appropriate Proceedings as the Indenture Trustee shall deem most effective to protect and enforce any such rights, whether for the specific enforcement of any covenant or agreement in this Indenture or in aid of the exercise of any power granted herein, or to enforce any other proper remedy or legal or equitable right vested in the Indenture Trustee by this Indenture or by law. In case there shall be pending, relative to the Issuer or any other obligor upon the Notes or any Person having or claiming an ownership interest in the Trust Estate, Proceedings under Title 11 of the United States Code or any other applicable federal or state bankruptcy, insolvency or other similar law, or in case a receiver, assignee or trustee in bankruptcy or reorganization, liquidator, sequestrator or similar official shall have been appointed for or taken possession of the Issuer or its property or such other obligor or Person, or in case of any other comparable judicial Proceedings relative to the Issuer or other obligor upon the Notes, or to the creditors or property of the Issuer or such other obligor, the Indenture Trustee, irrespective of whether the principal of any Notes shall then be due and payable as therein expressed or by declaration or otherwise and irrespective of whether the Indenture Trustee shall have made any demand pursuant to the provisions of this Section, shall be entitled and empowered, by intervention in such Proceedings or otherwise: to file and prove a claim or claims for the whole amount of principal and interest owing and unpaid in respect of the Notes and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Indenture 30 Trustee (including any claim for reasonable compensation to the Indenture Trustee and each predecessor Indenture Trustee, and their respective agents, attorneys and counsel, and for reimbursement of all expenses and liabilities incurred, and all advances made, by the Indenture Trustee and each predecessor Indenture Trustee, except as a result of negligence, willful misconduct or bad faith) and of the Noteholders allowed in such Proceedings; unless prohibited by applicable law and regulations, to vote on behalf of the Holders of Notes in any election of a trustee, a standby trustee or Person performing similar functions in any such Proceedings; to collect and receive any monies or other property payable or deliverable on any such claims and to distribute all amounts received with respect to the claims of the Noteholders and of the Indenture Trustee on their behalf; and to file such proofs of claim and other papers or documents as may be necessary or advisable in order to have the claims of the Indenture Trustee or the Holders of Notes allowed in any judicial proceedings relative to the Issuer, its creditors and its property; and any trustee, receiver, liquidator, custodian or other similar official in any such Proceeding is hereby authorized by each of such Noteholders to make payments to the Indenture Trustee, and, in the event that the Indenture Trustee shall consent to the making of payments directly to such Noteholders, to pay to the Indenture Trustee such amounts as shall be sufficient to cover reasonable compensation to the Indenture Trustee, each predecessor Indenture Trustee and their respective agents, attorneys and counsel, and all other expenses and liabilities incurred, and all advances made, by the Indenture Trustee and each predecessor Indenture Trustee except as a result of negligence, willful misconduct or bad faith. Nothing herein contained shall be deemed to authorize the Indenture Trustee to authorize or consent to or vote for or accept or adopt on behalf of any Noteholder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Indenture Trustee to vote in respect of the claim of any Note- holder in any such proceeding except, as aforesaid, to vote for the election of a trustee in bankruptcy or similar Person. All rights of action and of asserting claims under this Indenture, or under any of the Notes, may be enforced by the Indenture Trustee without the possession of any of the Notes or the production thereof in any trial or other Proceedings relative thereto, and any such action or proceedings instituted by the Indenture Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Indenture Trustee, each predecessor Indenture Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Term Notes or the Variable Funding Notes, as applicable. 31 In any Proceedings brought by the Indenture Trustee (and also any Proceedings involving the interpretation of any provision of this Indenture to which the Indenture Trustee shall be a party), the Indenture Trustee shall be held to represent all the Holders of the Notes, and it shall not be necessary to make any Noteholder a party to any such Proceedings. Section 5.0 Remedies; Priorities. If an Event of Default shall have occurred and be continuing, the Indenture Trustee subject to the provisions of Section 10.17 hereof may with the written consent of the Credit Enhancer, or shall at the written direction of the Credit Enhancer do one or more of the following (subject to Section 5.05): institute Proceedings in its own name and as trustee of an express trust for the collection of all amounts then payable on the Notes or under this Indenture with respect thereto, whether by declaration or otherwise, and all amounts payable under the Insurance Agreement, enforce any judgment obtained, and collect from the Issuer and any other obligor upon such Notes monies adjudged due; institute Proceedings from time to time for the complete or partial foreclosure of this Indenture with respect to the Trust Estate; exercise any remedies of a secured party under the UCC and take any other appropriate action to protect and enforce the rights and remedies of the Indenture Trustee and the Holders of the Notes; and sell the Trust Estate or any portion thereof or rights or interest therein, at one or more public or private sales called and conducted in any manner permitted by law; provided, however, that the Indenture Trustee may not sell or otherwise liquidate the Trust Estate following an Event of Default, unless the Indenture Trustee obtains the consent of the Holders of 100% of the aggregate Security Balances of the Notes and the Credit Enhancer, which consent will not be unreasonably withheld, the proceeds of such sale or liquidation distributable to Holders are sufficient to discharge in full all amounts then due and unpaid upon the Notes for principal and interest and to reimburse the Credit Enhancer for any amounts drawn under the Credit Enhancement Instrument and any other amounts due the Credit Enhancer under the Insurance Agreement or the Indenture Trustee determines that the Revolving Credit Loans will not continue to provide sufficient funds for the payment of principal of and interest on the Notes as they would have become due if the Notes had not been declared due and payable, and the Indenture Trustee obtains the consent of the Credit Enhancer, which consent will not be unreasonably withheld, and of the Holders of 66 2/3% of the aggregate Security Balances of the Notes. In determining such sufficiency or insufficiency with respect to clause (B) and (C), the Indenture Trustee may, but need not, obtain and rely upon an opinion of an Independent investment banking or accounting firm of national reputation as to the feasibility of such proposed action and as to the sufficiency of the Trust Estate for such purpose. Notwithstanding the foreoing, so long as a Servicing Default has not occurred, any Sale of the Trust Estate shall be made 32 subject to the continued servicing of the Revolving Credit Loans by the Master Servicer as provided in the Servicing Agreement. If the Indenture Trustee collects any money or property pursuant to this Article V, it shall pay out the money or property in the following order: FIRST: to the Indenture Trustee for amounts due under Section 6.07; SECOND: to Holders of the Notes for amounts due and unpaid on the related Notes for interest, ratably, without preference or priority of any kind, according to the amounts due and payable on such Notes for interest from amounts available in the Trust Estate for such Noteholders; THIRD: to Holders of the Notes for amounts due and unpaid on the related Notes for principal, ratably, without preference or priority of any kind, according to the amounts due and payable on such Notes for principal, from amounts available in the Trust Estate for such Noteholders, until the Security Balances of the Notes have been reduced to zero; FOURTH: [reserved]; FIFTH: to the payment of all amounts due and owing to the Credit Enhancer under the Insurance Agreement; SIXTH: to the Certificate Paying Agent for amounts due under Article VIII of the Trust Agreement; and SEVENTH: to the payment of the remainder, if any, to the Issuer or any other person legally entitled thereto. The Indenture Trustee may fix a record date and payment date for any payment to Noteholders pursuant to this Section 5.04. At least 15 days before such record date, the Indenture Trustee shall mail to each Noteholder a notice that states the record date, the payment date and the amount to be paid. Section 5.0 Optional Preservation of the Trust Estate. If the Notes have been declared to be due and payable under Section 5.02 following an Event of Default and such declaration and its consequences have not been rescinded and annulled, the Indenture Trustee may, but need not, (but shall at the written direction of the Credit Enhancer) elect to take and maintain possession of the Trust Estate. It is the desire of the parties hereto and the Noteholders that there be at all times sufficient funds for the payment of principal of and interest on the Notes and other obligations of the Issuer including payment to the Credit Enhancer, and the Indenture Trustee shall take such desire into account when determining whether or not to take and maintain possession of the Trust Estate. In determining whether to take and maintain possession of the Trust Estate, the Indenture Trustee may, but need not, obtain and rely upon an opinion of an Independent 33 investment banking or accounting firm of national reputation as to the feasibility of such proposed action and as to the sufficiency of the Trust Estate for such purpose. Section 5.0 Limitation of Suits. No Holder of any Note shall have any right to institute any Proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless and subject to the provisions of Section 10.17 hereof: such Holder has previously given written notice to the Indenture Trustee of a continuing Event of Default; the Holders of not less than 25% of the Security Balances of the Notes have made written request to the Indenture Trustee to institute such Proceeding in respect of such Event of Default in its own name as Indenture Trustee hereunder; such Holder or Holders have offered to the Indenture Trustee reasonable indemnity against the costs, expenses and liabilities to be incurred in complying with such request; the Indenture Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute such Proceedings; and no direction inconsistent with such written request has been given to the Indenture Trustee during such 60-day period by the Holders of a majority of the Security Balances of the Notes or by the Credit Enhancer. It is understood and intended that no one or more Holders of Notes shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture to affect, disturb or prejudice the rights of any other Holders of Notes or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided. In the event the Indenture Trustee shall receive conflicting or inconsistent requests and indemnity from two or more groups of Holders of Notes, each representing less than a majority of the Security Balances of the Notes, the Indenture Trustee in its sole discretion may determine what action, if any, shall be taken, notwithstanding any other provisions of this Indenture. Section 5.0 Unconditional Rights of Noteholders to Receive Principal and Interest. Notwithstanding any other provisions in this Indenture, the Holder of any Note shall have the right, which is absolute and unconditional, to receive payment of the principal of and interest, if any, on such Note on or after the respective due dates thereof expressed in such Note or in this Indenture and to institute suit for the enforcement of any such payment, and such right shall not be impaired without the consent of such Holder. [ 34 Section 5.0 Restoration of Rights and Remedies. If the Indenture Trustee or any Noteholder has instituted any Proceeding to enforce any right or remedy under this Indenture and such Proceeding has been discontinued or abandoned for any reason or has been determined adversely to the Indenture Trustee or to such Noteholder, then and in every such case the Issuer, the Indenture Trustee and the Noteholders shall, subject to any determination in such Proceeding, be restored severally and respectively to their former positions hereunder, and thereafter all rights and remedies of the Indenture Trustee and the Noteholders shall continue as though no such Proceeding had been instituted. Section 5.0 Rights and Remedies Cumulative. No right or remedy herein conferred upon or reserved to the Indenture Trustee, the Credit Enhancer or to the Noteholders is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. Section 5. Delay or Omission Not a Waiver. No delay or omission of the Indenture Trustee, the Credit Enhancer or any Holder of any Note to exercise any right or remedy accruing upon any Event of Default shall impair any such right or remedy or constitute a waiver of any such Event of Default or an acquiescence therein. Every right and remedy given by this Article V or by law to the Indenture Trustee or to the Noteholders may be exercised from time to time, and as often as may be deemed expedient, by the Indenture Trustee or by the Noteholders, as the case may be. Section 5. Control by Noteholders. The Holders of a majority of the Security Balances of Notes with the consent of the Credit Enhancer, or the Credit Enhancer (so long as no Credit Enhancer Default exists) shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Notes or exercising any trust or power conferred on the Indenture Trustee; provided that: such direction shall not be in conflict with any rule of law or with this Indenture; subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate the Trust Estate shall be by Holders of Notes representing not less than 100% of the Security Balances of Notes with the consent of the Credit Enhancer, or the Credit Enhancer (so long as no Credit Enhancer Default exists); if the conditions set forth in Section 5.05 have been satisfied and the Indenture Trustee elects to retain the Trust Estate pursuant to such Section, then any direction to the Indenture Trustee by Holders of Notes representing less than 100% of the Security Balances of Notes to sell or liquidate the Trust Estate shall be of no force and effect; and 35 the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction. Notwithstanding the rights of Noteholders set forth in this Section, subject to Section 6.01, the Indenture Trustee need not take any action that it determines might involve it in liability or might materially adversely affect the rights of any Noteholders not consenting to such action. Section 5. Waiver of Past Defaults. Prior to the declaration of the acceleration of the maturity of the Notes as provided in Section 5.02, the Holders of Notes of not less than a majority of the Security Balances of the Notes with the consent of the Credit Enhancer, or the Credit Enhancer (so long as no Credit Enhancer Default exists) may waive any past Event of Default and its consequences except an Event of Default with respect to payment of principal of or interest on any of the Notes or in respect of a covenant or provision hereof which cannot be modified or amended without the consent of the Holder of each Note. In the case of any such waiver, the Issuer, the Indenture Trustee and the Holders of the Notes shall be restored to their respective former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Event of Default or impair any right consequent thereto. Upon any such waiver, any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred, for every purpose of this Indenture; but no such waiver shall extend to any subsequent or other Event of Default or impair any right consequent thereto. Section 5. Undertaking for Costs. All parties to this Indenture agree, and each Holder of any Note by such Holder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the Security Balances of the Notes or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture. Section 5. Waiver of Stay or Extension Laws. The Issuer covenants (to the extent that it may lawfully do so) that it will not at any time insist upon, or plead or in any manner whatsoever, claim or take the benefit or advantage of, any stay or extension law wherever enacted, now or at any time hereafter in force, that may affect the covenants or the performance of this Indenture; and the Issuer (to the extent that it may lawfully do so) hereby expressly waives all benefit or advantage of any such law, and covenants that it shall not hinder, delay or impede the execution of any power herein granted to the Indenture Trustee, but will suffer and permit the execution of every such power as though no such law had been enacted. 36 Section 5. Sale of Trust Estate. The power to effect any sale or other disposition (a "Sale") of any portion of the Trust Estate pursuant to Section 5.04 is expressly subject to the provisions of Section 5.05 and this Section 5.15. The power to effect any such Sale shall not be exhausted by any one or more Sales as to any portion of the Trust Estate remaining unsold, but shall continue unimpaired until the entire Trust Estate shall have been sold or all amounts payable on the Notes and under this Indenture and under the Insurance Agreement shall have been paid. The Indenture Trustee may from time to time postpone any public Sale by public announcement made at the time and place of such Sale. The Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any Sale. The Indenture Trustee shall not in any private Sale sell the Trust Estate, or any portion thereof, unless: the Holders of all Notes and the Credit Enhancer consent to, or direct the Indenture Trustee to make, such Sale, or the proceeds of such Sale would be not less than the entire amount which would be payable to the Noteholders under the Notes, the Certificateholders under the Certificates and the Credit Enhancer in respect of amounts drawn under the Credit Enhancement Instrument and any other amounts due the Credit Enhancer under the Insurance Agreement, in full payment thereof in accordance with Section 5.02, on the Payment Date next succeeding the date of such Sale, or the Indenture Trustee determines, in its sole discretion, that the conditions for retention of the Trust Estate set forth in Section 5.05 cannot be satisfied (in making any such determination, the Indenture Trustee may rely upon an opinion of an Independent investment banking firm obtained and delivered as provided in Section 5.05), and the Credit Enhancer consents to such Sale, which consent will not be unreasonably withheld and the Holders representing at least 66-2/3% of the Security Balances of the Notes consent to such Sale. The purchase by the Indenture Trustee of all or any portion of the Trust Estate at a private Sale shall not be deemed a Sale or other disposition thereof for purposes of this Section 5.15(b). Unless the Holders and the Credit Enhancer have otherwise consented or directed the Indenture Trustee, at any public Sale of all or any portion of the Trust Estate at which a minimum bid equal to or greater than the amount described in paragraph (2) of subsection (b) of this Section 5.15 has not been established by the Indenture Trustee and no Person bids an amount equal to or greater than such amount, the Indenture Trustee shall bid an amount at least $1.00 more than the highest other bid. In connection with a Sale of all or any portion of the Trust Estate: any Holder or Holders of Notes may bid for and with the consent of the Credit Enhancer purchase the property offered for sale, and upon compliance with the terms of sale may hold, retain and possess and dispose of such property, without further accountability, 37 and may, in paying the purchase money therefor, deliver any Notes or claims for interest thereon in lieu of cash up to the amount which shall, upon distribution of the net proceeds of such sale, be payable thereon, and such Notes, in case the amounts so payable thereon shall be less than the amount due thereon, shall be returned to the Holders thereof after being appropriately stamped to show such partial payment; the Indenture Trustee may bid for and acquire the property offered for Sale in connection with any Sale thereof, and, subject to any requirements of, and to the extent permitted by, applicable law in connection therewith, may purchase all or any portion of the Trust Estate in a private sale, and, in lieu of paying cash therefor, may make settlement for the purchase price by crediting the gross Sale price against the sum of (A) the amount which would be distributable to the Holders of the Notes and Holders of Certificates and amounts owing to the Credit Enhancer as a result of such Sale in accordance with Section 5.04(b) on the Payment Date next succeeding the date of such Sale and (B) the expenses of the Sale and of any Proceedings in connection therewith which are reimbursable to it, without being required to produce the Notes in order to complete any such Sale or in order for the net Sale price to be credited against such Notes, and any property so acquired by the Indenture Trustee shall be held and dealt with by it in accordance with the provisions of this Indenture; the Indenture Trustee shall execute and deliver an appropriate instrument of conveyance transferring its interest in any portion of the Trust Estate in connection with a Sale thereof; the Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer to transfer and convey its interest in any portion of the Trust Estate in connection with a Sale thereof, and to take all action necessary to effect such Sale; and no purchaser or transferee at such a Sale shall be bound to ascertain the Indenture Trustee's authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. Section 5. Action on Notes. The Indenture Trustee's right to seek and recover judgment on the Notes or under this Indenture shall not be affected by the seeking, obtaining or application of any other relief under or with respect to this Indenture. Neither the lien of this Indenture nor any rights or remedies of the Indenture Trustee or the Noteholders shall be impaired by the recovery of any judgment by the Indenture Trustee against the Issuer or by the levy of any execution under such judgment upon any portion of the Trust Estate or upon any of the assets of the Issuer. Any money or property collected by the Indenture Trustee shall be applied in accordance with Section 5.04(b). Section 5. Performance and Enforcement of Certain Obligations. Promptly following a written request from the Credit Enhancer or the Indenture Trustee with the written consent of the Credit Enhancer to do so, the Issuer, in its capacity as holder of the Revolving Credit Loans, shall, with the written consent of the Credit Enhancer, take all such lawful action as the Indenture Trustee may request to cause the Issuer to compel or secure the performance and 38 observance by the Seller and the Master Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Revolving Credit Loan Purchase Agreement and the Servicing Agreement, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Revolving Credit Loan Purchase Agreement and the Servicing Agreement to the extent and in the manner directed by the Indenture Trustee, as pledgee of the Revolving Credit Loans, including the transmission of notices of default on the part of the Seller or the Master Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Seller or the Master Servicer of each of their obligations under the Revolving Credit Loan Purchase Agreement and the Servicing Agreement. If an Event of Default has occurred and is continuing, the Indenture Trustee, as pledgee of the Revolving Credit Loans, subject to the rights of the Credit Enhancer under the Servicing Agreement may, and at the direction (which direction shall be in writing or by telephone (confirmed in writing promptly thereafter)) of the Holders of 66-2/3% of the Security Balances of the Notes shall, exercise all rights, remedies, powers, privileges and claims of the Issuer against the Seller or the Master Servicer under or in connection with the Revolving Credit Loan Purchase Agreement and the Servicing Agreement, including the right or power to take any action to compel or secure performance or observance by the Seller or the Master Servicer, as the case may be, of each of their obligations to the Issuer thereunder and to give any consent, request, notice, direction, approval, extension or waiver under the Revolving Credit Loan Purchase Agreement and the Servicing Agreement, as the case may be, and any right of the Issuer to take such action shall not be suspended. In connection therewith, as determined by the Indenture Trustee, the Issuer shall take all actions necessary to effect the transfer of the Revolving Credit Loans to the Indenture Trustee. 39 ARTICLE The Indenture Trustee Section 6.0 Duties of Indenture Trustee. If an Event of Default has occurred and is continuing, the Indenture Trustee shall exercise the rights and powers vested in it by this Indenture and use the same degree of care and skill in their exercise as a prudent person would exercise or use under the circumstances in the conduct of such person's own affairs. Except during the continuance of an Event of Default: the Indenture Trustee undertakes to perform such duties and only such duties as are specifically set forth in this Indenture and no implied covenants or obligations shall be read into this Indenture against the Indenture Trustee; and in the absence of bad faith on its part, the Indenture Trustee may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon certificates or opinions furnished to the Indenture Trustee and conforming to the requirements of this Indenture; however, the Indenture Trustee shall examine the certificates and opinions to determine whether or not they conform to the requirements of this Indenture. The Indenture Trustee may not be relieved from liability for its own negligent action, its own negligent failure to act or its own willful misconduct, except that: this paragraph does not limit the effect of paragraph (b) of this Section 6.01; the Indenture Trustee shall not be liable for any error of judgment made in good faith by a Responsible Officer unless it is proved that the Indenture Trustee was negligent in ascertaining the pertinent facts; and the Indenture Trustee shall not be liable with respect to any action it takes or omits to take in good faith in accordance with a direction received by it (A) pursuant to Section 5.11 or (B) from the Credit Enhancer, which it is entitled to give under any of the Basic Documents. The Indenture Trustee shall not be liable for interest on any money received by it except as the Indenture Trustee may agree in writing with the Issuer. Money held in trust by the Indenture Trustee need not be segregated from other funds except to the extent required by law or the terms of this Indenture or the Trust Agreement. No provision of this Indenture shall require the Indenture Trustee to expend or risk its own funds or otherwise incur financial liability in the performance of any of its duties hereunder 40 or in the exercise of any of its rights or powers, if it shall have reasonable grounds to believe that repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured to it. Every provision of this Indenture relating to the conduct or affecting the liability of or affording protection to the Indenture Trustee shall be subject to the provisions of this Section and to the provisions of the TIA. Section 6.0 Rights of Indenture Trustee. The Indenture Trustee may rely on any document believed by it to be genuine and to have been signed or presented by the proper person. The Indenture Trustee need not investigate any fact or matter stated in the document. Before the Indenture Trustee acts or refrains from acting, it may require an Officer's Certificate or an Opinion of Counsel. The Indenture Trustee shall not be liable for any action it takes or omits to take in good faith in reliance on an Officer's Certificate or Opinion of Counsel. The Indenture Trustee may execute any of the trusts or powers hereunder or perform any duties hereunder either directly or by or through agents or attorneys or a custodian or nominee, and the Indenture Trustee shall not be responsible for any misconduct or negligence on the part of, or for the supervision of, any such agent, attorney, custodian or nominee appointed with due care by it hereunder. The Indenture Trustee shall not be liable for any action it takes or omits to take in good faith which it believes to be authorized or within its rights or powers; provided, however, that the Indenture Trustee's conduct does not constitute willful misconduct, negligence or bad faith. The Indenture Trustee may consult with counsel, and the advice or opinion of counsel with respect to legal matters relating to this Indenture and the Notes shall be full and complete authorization and protection from liability in respect to any action taken, omitted or suffered by it hereunder in good faith and in accordance with the advice or opinion of such counsel. Section 6.0 Individual Rights of Indenture Trustee. The Indenture Trustee in its individual or any other capacity may become the owner or pledgee of Notes and may otherwise deal with the Issuer or its Affiliates with the same rights it would have if it were not Indenture Trustee. Any Note Registrar, co-registrar or co-paying agent may do the same with like rights. However, the Indenture Trustee must comply with Sections 6.11 and 6.12. Section 6.0 Indenture Trustee's Disclaimer. The Indenture Trustee shall not be (i) responsible for and makes no representation as to the validity or adequacy of this Indenture or the Notes, (ii) accountable for the Issuer's use of the proceeds from the Notes or (iii) responsible for any statement of the Issuer in the Indenture or in any document issued in connection with the sale of the Notes or in the Notes other than the Indenture Trustee's certificate of authentication. 41 Section 6.0 Notice of Event of Default. If an Event of Default occurs and is continuing and if it is known to a Responsible Officer of the Indenture Trustee, the Indenture Trustee shall give notice thereof to the Credit Enhancer. The Indenture Trustee shall mail to each Noteholder notice of the Event of Default within 90 days after it occurs. Except in the case of an Event of Default in payment of principal of or interest on any Note, the Indenture Trustee may withhold the notice if and so long as a committee of its Responsible Officers in good faith determines that withholding the notice is in the interests of Noteholders. Section 6.0 Reports by Indenture Trustee to Holders. The Indenture Trustee shall deliver to each Noteholder such information as may be required to enable such holder to prepare its federal and state income tax returns. In addition, upon the Issuer's written request, the Indenture Trustee shall promptly furnish information reasonably requested by the Issuer that is reasonably available to the Indenture Trustee to enable the Issuer to perform its federal and state income tax reporting obligations. Section 6.0 Compensation and Indemnity. The Issuer shall pay to the Indenture Trustee on each Payment Date reasonable compensation for its services. The Indenture Trustee shall be compensated and indemnified by the Master Servicer in accordance with Section 6.06 of the Servicing Agreement, and all amounts owing to the Indenture Trustee hereunder in excess of such amount shall be paid solely as provided in Section 3.05 hereof (subject to the priorities set forth therein). The Indenture Trustee's compensation shall not be limited by any law on compensation of a trustee of an express trust. The Issuer shall reimburse the Indenture Trustee for all reasonable out-of-pocket expenses incurred or made by it, including costs of collection, in addition to the compensation for its services. Such expenses shall include the reasonable compensation and expenses, disbursements and advances of the Indenture Trustee's agents, counsel, accountants and experts. The Issuer shall indemnify the Indenture Trustee against any and all loss, liability or expense (including attorneys' fees) incurred by it in connection with the administration of this trust and the performance of its duties hereunder. The Indenture Trustee shall notify the Issuer promptly of any claim for which it may seek indemnity. Failure by the Indenture Trustee to so notify the Issuer shall not relieve the Issuer of its obligations hereunder. The Issuer shall defend any such claim, and the Indenture Trustee may have separate counsel and the Issuer shall pay the fees and expenses of such counsel. The Issuer is not obligated to reimburse any expense or indemnify against any loss, liability or expense incurred by the Indenture Trustee through the Indenture Trustee's own willful misconduct, negligence or bad faith. The Issuer's payment obligations to the Indenture Trustee pursuant to this Section 6.07 shall survive the discharge of this Indenture. When the Indenture Trustee incurs expenses after the occurrence of an Event of Default specified in clause (iv) or (v) of the definition thereof with respect to the Issuer, the expenses are intended to constitute expenses of administration under Title 11 of the United States Code or any other applicable federal or state bankruptcy, insolvency or similar law. Section 6.0 Replacement of Indenture Trustee. No resignation or removal of the Indenture Trustee and no appointment of a successor Indenture Trustee shall become effective 42 until the acceptance of appointment by the successor Indenture Trustee pursuant to this Section 6.08. The Indenture Trustee may resign at any time by so notifying the Issuer and the Credit Enhancer. The Holders of a majority of Security Balances of the Notes or the Credit Enhancer may remove the Indenture Trustee by so notifying the Indenture Trustee and the Credit Enhancer and may appoint a successor Indenture Trustee. The Issuer shall remove the Indenture Trustee if: the Indenture Trustee fails to comply with Section 6.11; the Indenture Trustee is adjudged a bankrupt or insolvent; a receiver or other public officer takes charge of the Indenture Trustee or its property; or the Indenture Trustee otherwise becomes incapable of acting. If the Indenture Trustee resigns or is removed or if a vacancy exists in the office of the Indenture Trustee for any reason (the Indenture Trustee in such event being referred to herein as the retiring Indenture Trustee), the Issuer shall promptly appoint a successor Indenture Trustee with the consent of the Credit Enhancer which consent will not be unreasonably withheld. In addition, the Indenture Trustee will resign to avoid being directly or indirectly controlled by the Issuer. A successor Indenture Trustee shall deliver a written acceptance of its appointment to the retiring Indenture Trustee and to the Issuer. Thereupon, the resignation or removal of the retiring Indenture Trustee shall become effective, and the successor Indenture Trustee shall have all the rights, powers and duties of the Indenture Trustee under this Indenture. The successor Indenture Trustee shall mail a notice of its succession to Noteholders. The retiring Indenture Trustee shall promptly transfer all property held by it as Indenture Trustee to the successor Indenture Trustee. If a successor Indenture Trustee does not take office within 60 days after the retiring Indenture Trustee resigns or is removed, the retiring Indenture Trustee, the Issuer or the Holders of a majority of Security Balances of the Notes may petition any court of competent jurisdiction for the appointment of a successor Indenture Trustee. If the Indenture Trustee fails to comply with Section 6.11, any Noteholder may petition any court of competent jurisdiction for the removal of the Indenture Trustee and the appointment of a successor Indenture Trustee. Notwithstanding the replacement of the Indenture Trustee pursuant to this Section, the Issuer's obligations under Section 6.07 shall continue for the benefit of the retiring Indenture Trustee. Section 6.0 Successor Indenture Trustee by Merger. If the Indenture Trustee consolidates with, merges or converts into, or transfers all or substantially all its corporate trust 43 business or assets to, another corporation or banking association, the resulting, surviving or transferee corporation without any further act shall be the successor Indenture Trustee; provided, that such corporation or banking association shall be otherwise qualified and eligible under Section 6.11. The Indenture Trustee shall provide the Rating Agencies written notice of any such transaction after the Closing Date. In case at the time such successor or successors by merger, conversion or consolidation to the Indenture Trustee shall succeed to the trusts created by this Indenture any of the Notes shall have been authenticated but not delivered, any such successor to the Indenture Trustee may adopt the certificate of authentication of any predecessor trustee, and deliver such Notes so authenticated; and in case at that time any of the Notes shall not have been authenticated, any successor to the Indenture Trustee may authenticate such Notes either in the name of any predecessor hereunder or in the name of the successor to the Indenture Trustee; and in all such cases such certificates shall have the full force which it is anywhere in the Notes or in this Indenture provided that the certificate of the Indenture Trustee shall have. Section 6. Appointment of Co-Indenture Trustee or Separate Indenture Trustee. Notwithstanding any other provisions of this Indenture, at any time, for the purpose of meet-ng any legal requirement of any jurisdiction in which any part of the Trust Estate may at the time be located, the Indenture Trustee shall have the power and may execute and deliver all instruments to appoint one or more Persons to act as a co-trustee or co-trustees, or separate trustee or separate trustees, of all or any part of the Owner Trust, and to vest in such Person or Persons, in such capacity and for the benefit of the Noteholders, such title to the Trust Estate, or any part thereof, and, subject to the other provisions of this Section, such powers, duties, obligations, rights and trusts as the Indenture Trustee may consider necessary or desirable. No co-trustee or separate trustee hereunder shall be required to meet the terms of eligibility as a successor trustee under Section 6.11 and no notice to Noteholders of the appointment of any co-trustee or separate trustee shall be required under Section 6.08 hereof. Every separate trustee and co-trustee shall, to the extent permitted by law, be appointed and act subject to the following provisions and conditions: all rights, powers, duties and obligations conferred or imposed upon the Indenture Trustee shall be conferred or imposed upon and exercised or performed by the Indenture Trustee and such separate trustee or co-trustee jointly (it being understood that such separate trustee or co-trustee is not authorized to act separately without the Indenture Trustee joining in such act), except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed the Indenture Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations (including the holding of title to the Trust Estate or any portion thereof in any such jurisdiction) shall be exercised and performed singly by such separate trustee or co-trustee, but solely at the direction of the Indenture Trustee; no trustee hereunder shall be personally liable by reason of any act or omission of any other trustee hereunder; and 44 the Indenture Trustee may at any time accept the resignation of or remove any separate trustee or co-trustee. Any notice, request or other writing given to the Indenture Trustee shall be deemed to have been given to each of the then separate trustees and co-trustees, as effectively as if given to each of them. Every instrument appointing any separate trustee or co-trustee shall refer to this Agreement and the conditions of this Article VI. Each separate trustee and co-trustee, upon its acceptance of the trusts conferred, shall be vested with the estates or property specified in its instrument of appointment, either jointly with the Indenture Trustee or separately, as may be provided therein, subject to all the provisions of this Indenture, specifically including every provision of this Indenture relating to the conduct of, affecting the liability of, or affording protection to, the Indenture Trustee. Every such instrument shall be filed with the Indenture Trustee. Any separate trustee or co-trustee may at any time constitute the Indenture Trustee, its agent or attorney-in-fact with full power and authority, to the extent not prohibited by law, to do any lawful act under or in respect of this Agreement on its behalf and in its name. If any separate trustee or co-trustee shall die, become incapable of acting, resign or be removed, all of its estates, properties, rights, remedies and trusts shall vest in and be exercised by the Indenture Trustee, to the extent permitted by law, without the appointment of a new or successor trustee. Section 6. Eligibility; Disqualification. The Indenture Trustee shall at all times satisfy the requirements of TIA ss. 310(a). The Indenture Trustee shall have a combined capital and surplus of at least $50,000,000 as set forth in its most recent published annual report of condition and it or its parent shall have a long-term debt rating of A or better by Moody's. The Indenture Trustee shall comply with TIA ss. 310(b), including the optional provision permitted by the second sentence of TIA ss. 310(b)(9); provided, however, that there shall be excluded from the operation of TIA ss. 310(b)(1) any indenture or indentures under which other securities of the Issuer are outstanding if the requirements for such exclusion set forth in TIA ss. 310(b)(1) are met. Section 6. Preferential Collection of Claims Against Issuer. The Indenture Trustee shall comply with TIA ss. 311(a), excluding any creditor relationship listed in TIA ss. 311(b). An Indenture Trustee who has resigned or been removed shall be subject to TIA ss. 311(a) to the extent indicated. Section 6. Representations and Warranties. The Indenture Trustee hereby represents that: The Indenture Trustee is duly organized, validly existing and in good standing under the laws of the State of New York with power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted. The Indenture Trustee has the power and authority to execute and deliver this Indenture and to carry out its terms; and the execution, delivery and performance of this 45 Indenture have been duly authorized by the Indenture Trustee by all necessary corporate action. The consummation of the transactions contemplated by this Indenture and the fulfillment of the terms hereof do not conflict with, result in any breach of any of the terms and provisions of, or constitute (with or without notice or lapse of time) a default under, the articles of organization or bylaws of the Indenture Trustee or any agreement or other instrument to which the Indenture Trustee is a party or by which it is bound. To the Indenture Trustee's best knowledge, there are no proceedings or investigations pending or threatened before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Indenture Trustee or its properties: (A) asserting the invalidity of this Indenture (B) seeking to prevent the consummation of any of the transactions contemplated by this Indenture or (C) seeking any determination or ruling that might materially and adversely affect the performance by the Indenture Trustee of its obligations under, or the validity or enforceability of, this Indenture. The Indenture Trustee does not have notice of any adverse claim (as such terms are used in Delaware UCC Section 8-302) with respect to the Revolving Credit Loans. Section 6. Directions to Indenture Trustee. The Indenture Trustee is hereby directed: to accept the pledge of the Revolving Credit Loans and hold the assets of the Trust in trust for the Noteholders and the Credit Enhancer; to authenticate and deliver the Notes substantially in the form prescribed by Exhibit A in accordance with the terms of this Indenture; and to take all other actions as shall be required to be taken by the terms of this Indenture. Section 6. Indenture Trustee May Own Securities. The Indenture Trustee, in its individual or any other capacity may become the owner or pledgee of Securities with the same rights it would have if it were not Indenture Trustee. 46 ARTICLE Noteholders' Lists and Reports Section 7.0 Issuer to Furnish Indenture Trustee Names and Addresses of Noteholders. The Issuer will furnish or cause to be furnished to the Indenture Trustee (a) not more than five days after each Record Date, a list, in such form as the Indenture Trustee may reasonably require, of the names and addresses of the Holders of Notes as of such Record Date and, (b) at such other times as the Indenture Trustee and the Credit Enhancer may request in writing, within 30 days after receipt by the Issuer of any such request, a list of similar form and content as of a date not more than 10 days prior to the time such list is furnished; provided, however, that so long as the Indenture Trustee is the Note Registrar, no such list shall be required to be furnished. Section 7.0 Preservation of Information; Communications to Noteholders. The Indenture Trustee shall preserve, in as current a form as is reasonably practicable, the names and addresses of the Holders of Notes contained in the most recent list furnished to the Indenture Trustee as provided in Section 7.01 and the names and addresses of Holders of Notes received by the Indenture Trustee in its capacity as Note Registrar. The Indenture Trustee may destroy any list furnished to it as provided in such Section 7.01 upon receipt of a new list so furnished. Noteholders may communicate pursuant to TIA ss. 312(b) with other Noteholders with respect to their rights under this Indenture or under the Notes. The Issuer, the Indenture Trustee and the Note Registrar shall have the protection of TIA ss. 312(c). Section 7.0 Reports by Issuer. The Issuer shall: file with the Indenture Trustee, within 15 days after the Issuer is required to file the same with the Commission, copies of the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Issuer may be required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act; file with the Indenture Trustee, and the Commission in accordance with rules and regulations prescribed from time to time by the Commission such additional information, documents and reports with respect to compliance by the Issuer with the conditions and covenants of this Indenture as may be required from time to time by such rules and regulations; and supply to the Indenture Trustee (and the Indenture Trustee shall transmit by mail to all Noteholders described in TIA ss. 313(c)) such summaries of any information, documents and reports required to be filed by the Issuer pursuant to clauses (i) and (ii) of 47 this Section 7.03(a) and by rules and regulations prescribed from time to time by the Commission. Unless the Issuer otherwise determines, the fiscal year of the Issuer shall end on December 31 of each year. Section 7.0 Reports by Indenture Trustee. If required by TIA ss. 313(a), within 60 days after each January 1 beginning with January 1, 1998, the Indenture Trustee shall mail to each Noteholder as required by TIA ss. 313(c) and to the Credit Enhancer a brief report dated as of such date that complies with TIA ss. 313(a). The Indenture Trustee also shall comply with TIA ss. 313(b). A copy of each report at the time of its mailing to Noteholders shall be filed by the Indenture Trustee with the Commission, if required, and each stock exchange, if any, on which the Term Notes are listed. The Issuer shall notify the Indenture Trustee if and when the Term Notes are listed on any stock exchange. 48 ARTICLE Accounts, Disbursements and Releases Section 8.0 Collection of Money. Except as otherwise expressly provided herein, the Indenture Trustee may demand payment or delivery of, and shall receive and collect, directly and without intervention or assistance of any fiscal agent or other intermediary, all money and other property payable to or receivable by the Indenture Trustee pursuant to this Indenture. The Indenture Trustee shall apply all such money received by it as provided in this Indenture. Except as otherwise expressly provided in this Indenture, if any default occurs in the making of any payment or performance under any agreement or instrument that is part of the Trust Estate, the Indenture Trustee may take such action as may be appropriate to enforce such payment or performance, including the institution and prosecution of appropriate Proceedings. Any such action shall be without prejudice to any right to claim a Default or Event of Default under this Indenture and any right to proceed thereafter as provided in Article V. Section 8.0 Trust Accounts. On or prior to the Closing Date, the Issuer shall cause the Indenture Trustee to establish and maintain, in the name of the Indenture Trustee, for the benefit of the Noteholders and the Certificate Paying Agent, on behalf of the Certificateholders and the Credit Enhancer, the Payment Account as provided in Section 3.01 of this Indenture. All monies deposited from time to time in the Payment Account pursuant to the Servicing Agreement and all deposits therein pursuant to this Indenture are for the benefit of the Noteholders and the Certificate Paying Agent, on behalf of the Certificateholders and all investments made with such monies including all income or other gain from such investments are for the benefit of the Master Servicer as provided by the Servicing Agreement. On each Payment Date, the Indenture Trustee shall distribute all amounts on deposit in the Payment Account to Noteholders in respect of the Notes and in its capacity as Certificate Paying Agent to Certificateholders in the order of priority set forth in Section 3.05 (except as otherwise provided in Section 5.04(b). The Master Servicer shall direct the Indenture Trustee in writing to invest any funds in the Payment Account in Permitted Investments maturing no later than the Business Day preceding each Payment Date and shall not be sold or disposed of prior to the maturity. Section 8.0 Officer's Certificate. The Indenture Trustee shall receive at least seven days notice when requested by the Issuer to take any action pursuant to Section 8.05(a), accom- panied by copies of any instruments to be executed, and the Indenture Trustee shall also require, as a condition to such action, an Officer's Certificate, in form and substance satisfactory to the Indenture Trustee, stating the legal effect of any such action, outlining the steps required to complete the same, and concluding that all conditions precedent to the taking of such action have been complied with. 49 Section 8.0 Termination Upon Distribution to Noteholders. This Indenture and the respective obligations and responsibilities of the Issuer and the Indenture Trustee created hereby shall terminate upon the distribution to the Noteholders, the Certificate Paying Agent (on behalf of the Certificateholders) and the Indenture Trustee of all amounts required to be distributed pursuant to Article III; provided, however, that in no event shall the trust created here- by continue beyond the expiration of 21 years from the death of the survivor of the descendants of Joseph P. Kennedy, the late ambassador of the United States to the Court of St. James's, living on the date hereof. Section 8.0 Release of Trust Estate. Subject to the payment of its fees and expenses, the Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the lien of this Indenture, or convey the Indenture Trustee's interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in Article VIII hereunder shall be bound to ascertain the Indenture Trustee's authority, inquire into the satisfaction of any conditions precedent, or see to the application of any monies. The Indenture Trustee shall, at such time as (i) there are no Notes Outstanding, (ii) all sums due the Indenture Trustee pursuant to this Indenture have been paid, and (iii) all sums due the Credit Enhancer have been paid, release any remaining portion of the Trust Estate that secured the Notes from the lien of this Indenture. The Indenture Trustee shall release property from the lien of this Indenture pursuant to this Section 8.05 only upon receipt of a request from the Issuer accompanied by an Officers' Certificate and a letter from the Credit Enhancer, stating that the Credit Enhancer has no objection to such request from the Issuer. The Indenture Trustee shall, at the request of the Issuer or the Depositor, surrender the Credit Enhancement Instrument to the Credit Enhancer for cancellation, upon final payment of principal and interest on the Notes. Section 8.0 Surrender of Notes Upon Final Payment. By acceptance of any Note, the Holder thereof agrees to surrender such Note to the Indenture Trustee promptly, prior to such Noteholder's receipt of the final payment thereon. 50 ARTICLE Supplemental Indentures Section 9.0 Supplemental Indentures Without Consent of Noteholders. Without the consent of the Holders of any Notes but with prior notice to the Rating Agencies and the Credit Enhancer, the Issuer and the Indenture Trustee, when authorized by an Issuer Request, at any time and from time to time, may enter into one or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof), in form satisfactory to the Indenture Trustee, for any of the following purposes: to correct or amplify the description of any property at any time subject to the lien of this Indenture, or better to assure, convey and confirm unto the Indenture Trustee any property subject or required to be subjected to the lien of this Indenture, or to subject to the lien of this Indenture additional property; to evidence the succession, in compliance with the applicable provisions hereof, of another person to the Issuer, and the assumption by any such successor of the covenants of the Issuer herein and in the Notes contained; to add to the covenants of the Issuer, for the benefit of the Holders of the Notes or the Credit Enhancer, or to surrender any right or power herein conferred upon the Issuer; to convey, transfer, assign, mortgage or pledge any property to or with the Indenture Trustee; to cure any ambiguity, to correct or supplement any provision herein or in any supplemental indenture that may be inconsistent with any other provision herein or in any supplemental indenture; to make any other provisions with respect to matters or questions arising under this Indenture or in any supplemental indenture; provided, that such action shall not materially and adversely affect the interests of the Holders of the Notes or the Credit Enhancer; to evidence and provide for the acceptance of the appointment hereunder by a successor trustee with respect to the Notes and to add to or change any of the provisions of this Indenture as shall be necessary to facilitate the administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Article VI; to increase the Maximum Variable Funding Balance, with the written consent of the Credit Enhancer: or 51 to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the TIA or under any similar federal statute hereafter enacted and to add to this Indenture such other provisions as may be expressly required by the TIA; provided, however, that no such indenture supplements shall be entered into unless the Indenture Trustee shall have received an Opinion of Counsel that entering into such indenture supplement will not have any material adverse tax consequences to the Noteholders. The Indenture Trustee is hereby authorized to join in the execution of any such supplemental indenture and to make any further appropriate agreements and stipulations that may be therein contained. The Issuer and the Indenture Trustee, when authorized by an Issuer Request, may, also without the consent of any of the Holders of the Notes but with prior notice to the Rating Agencies and the Credit Enhancer, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to, or changing in any manner or eliminating any of the provisions of, this Indenture or of modifying in any manner the rights of the Holders of the Notes under this Indenture; provided, however, that such action shall not, as evidenced by an Opinion of Counsel, (i) adversely affect in any material respect the interests of any Noteholder or the Credit Enhancer or (ii) cause the Issuer to be subject to an entity level tax. Section 9.0 Supplemental Indentures With Consent of Noteholders. The Issuer and the Indenture Trustee, when authorized by an Issuer Request, also may, with prior notice to the Rating Agencies and with the consent of the Holders of not less than a majority of the Security Balances of the Notes affected thereby and the Credit Enhancer, by Act of such Holders delivered to the Issuer and the Indenture Trustee, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to, or changing in any manner or eliminating any of the provisions of, this Indenture or of modifying in any manner the rights of the Holders of the Notes under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the Holder of each Note affected thereby: change the date of payment of any installment of principal of or interest on any Note, or reduce the principal amount thereof or the interest rate thereon, change the provisions of this Indenture relating to the application of collections on, or the proceeds of the sale of, the Trust Estate to payment of principal of or interest on the Notes, or change any place of payment where, or the coin or currency in which, any Note or the interest thereon is payable, or impair the right to institute suit for the enforcement of the provisions of this Indenture requiring the application of funds available therefor, as provided in Article V, to the payment of any such amount due on the Notes on or after the respective due dates thereof; reduce the percentage of the Security Balances of the Notes, the consent of the Holders of which is required for any such supplemental indenture, or the consent of the Holders of which is required for any waiver of compliance with certain provisions of 52 this Indenture or certain defaults hereunder and their consequences provided for in this Indenture; modify or alter the provisions of the proviso to the definition of the term "Outstanding" or modify or alter the exception in the definition of the term "Holder"; reduce the percentage of the Security Balances of the Notes required to direct the Indenture Trustee to direct the Issuer to sell or liquidate the Trust Estate pursuant to Section 5.04; modify any provision of this Section 9.02 except to increase any percentage specified herein or to provide that certain additional provisions of this Indenture or the Basic Documents cannot be modified or waived without the consent of the Holder of each Note affected thereby; modify any of the provisions of this Indenture in such manner as to affect the calculation of the amount of any payment of interest or principal due on any Note on any Payment Date (including the calculation of any of the individual components of such calculation); or permit the creation of any lien ranking prior to or on a parity with the lien of this Indenture with respect to any part of the Trust Estate or, except as otherwise permitted or contemplated herein, terminate the lien of this Indenture on any property at any time subject hereto or deprive the Holder of any Note of the security provided by the lien of this Indenture; and provided, further, that such action shall not, as evidenced by an Opinion of Counsel, cause the Issuer to be subject to an entity level tax. The Indenture Trustee may in its discretion determine whether or not any Notes would be affected by any supplemental indenture and any such determination shall be conclusive upon the Holders of all Notes, whether theretofore or thereafter authenticated and delivered hereunder. The Indenture Trustee shall not be liable for any such determination made in good faith. It shall not be necessary for any Act of Noteholders (as defined in Section 10.03) under this Section 9.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such Act shall approve the substance thereof. Promptly after the execution by the Issuer and the Indenture Trustee of any supplemental indenture pursuant to this Section 9.02, the Indenture Trustee shall mail to the Holders of the Notes to which such amendment or supplemental indenture relates a notice setting forth in general terms the substance of such supplemental indenture. Any failure of the Indenture Trustee to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture. Section 9.0 Execution of Supplemental Indentures. In executing, or permitting the additional trusts created by, any supplemental indenture permitted by this Article IX or the 53 modification thereby of the trusts created by this Indenture, the Indenture Trustee shall be entitled to receive, and subject to Sections 6.01 and 6.02, shall be fully protected in relying upon, an Opinion of Counsel stating that the execution of such supplemental indenture is authorized or permitted by this Indenture. The Indenture Trustee may, but shall not be obligated to, enter into any such supplemental indenture that affects the Indenture Trustee's own rights, duties, liabilities or immunities under this Indenture or otherwise. Section 9.0 Effect of Supplemental Indenture. Upon the execution of any supplemental indenture pursuant to the provisions hereof, this Indenture shall be and shall be deemed to be modified and amended in accordance therewith with respect to the Notes affected thereby, and the respective rights, limitations of rights, obligations, duties, liabilities and immunities under this Indenture of the Indenture Trustee, the Issuer and the Holders of the Notes shall thereafter be determined, exercised and enforced hereunder subject in all respects to such modifications and amendments, and all the terms and conditions of any such supplemental indenture shall be and be deemed to be part of the terms and conditions of this Indenture for any and all purposes. Section 9.0 Conformity with Trust Indenture Act. Every amendment of this Indenture and every supplemental indenture executed pursuant to this Article IX shall conform to the requirements of the Trust Indenture Act as then in effect so long as this Indenture shall then be qualified under the Trust Indenture Act. Section 9.0 Reference in Notes to Supplemental Indentures. Notes authenticated and delivered after the execution of any supplemental indenture pursuant to this Article IX may, and if required by the Indenture Trustee shall, bear a notation in form approved by the Indenture Trustee as to any matter provided for in such supplemental indenture. If the Issuer or the Inden- ture Trustee shall so determine, new Notes so modified as to conform, in the opinion of the Indenture Trustee and the Issuer, to any such supplemental indenture may be prepared and executed by the Issuer and authenticated and delivered by the Indenture Trustee in exchange for Outstanding Notes. 54 ARTICLE Miscellaneous Section 10.0 Compliance Certificates and Opinions, etc. Upon any application or request by the Issuer to the Indenture Trustee to take any action under any provision of this Indenture, the Issuer shall furnish to the Indenture Trustee and to the Credit Enhancer an Officer's Certificate stating that all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture shall include: a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with; and if the Signer of such Certificate or Opinion is required to be Independent, the Statement required by the definition of the term "Independent". Prior to the deposit of any Collateral or other property or securities with the Indenture Trustee that is to be made the basis for the release of any property or securities subject to the lien of this Indenture, the Issuer shall, in addition to any obligation imposed in Section 10.01(a) or elsewhere in this Indenture, furnish to the Indenture Trustee an Officer's Certificate certifying or stating the opinion of each person signing such certificate as to the fair value (within 90 days of such deposit) to the Issuer of the Collateral or other property or securities to be so deposited. Whenever the Issuer is required to furnish to the Indenture Trustee an Officer's Certificate certifying or stating the opinion of any signer thereof as to the matters 55 described in clause (i) above, the Issuer shall also deliver to the Indenture Trustee an Independent Certificate as to the same matters, if the fair value to the Issuer of the securities to be so deposited and of all other such securities made the basis of any such withdrawal or release since the commencement of the then-current fiscal year of the Issuer, as set forth in the certificates delivered pursuant to clause (i) above and this clause (ii), is 10% or more of the Security Balances of the Notes, but such a certificate need not be furnished with respect to any securities so deposited, if the fair value thereof to the Issuer as set forth in the related Officer's Certificate is less than $25,000 or less than one percent of the Security Balances of the Notes. Whenever any property or securities are to be released from the lien of this Indenture, the Issuer shall also furnish to the Indenture Trustee an Officer's Certificate certifying or stating the opinion of each person signing such certificate as to the fair value (within 90 days of such release) of the property or securities proposed to be released and stating that in the opinion of such person the proposed release will not impair the security under this Indenture in contravention of the provisions hereof. Whenever the Issuer is required to furnish to the Indenture Trustee an Officer's Certificate certifying or stating the opinion of any signer thereof as to the matters described in clause (iii) above, the Issuer shall also furnish to the Indenture Trustee an Independent Certificate as to the same matters if the fair value of the property or securities and of all other property, other than property as contemplated by clause (v) below or securities released from the lien of this Indenture since the commencement of the then-current calendar year, as set forth in the certificates required by clause (iii) above and this clause (iv), equals 10% or more of the Security Balances of the Notes, but such certificate need not be furnished in the case of any release of property or securities if the fair value thereof as set forth in the related Officer's Certificate is less than $25,000 or less than one percent of the then Security Balances of the Notes. Notwithstanding any provision of this Indenture, the Issuer may, without compliance with the requirements of the other provisions of this Section 10.01, (A) collect, sell or otherwise dispose of the Revolving Credit Loans as and to the extent permitted or required by the Basic Documents or (B) make cash payments out of the Payment Account as and to the extent permitted or required by the Basic Documents, so long as the Issuer shall deliver to the Indenture Trustee every six months, commencing January 30, 1998, an Officer's Certificate of the Issuer stating that all the dispositions of Collateral described in clauses (A) or (B) above that occurred during the preceding six calendar months were in the ordinary course of the Issuer's business and that the proceeds thereof were applied in accordance with the Basic Documents. Section 10.0 Form of Documents Delivered to Indenture Trustee. In any case where several matters are required to be certified by, or covered by an opinion of, any specified Person, it is not necessary that all such matters be certified by, or covered by the opinion of, only one such Person, or that they be so certified or covered by only one document, but one such Person may certify or give an opinion with respect to some matters and one or more other such Persons as to other matters, and any such Person may certify or give an opinion as to such matters in one or several documents. 56 Any certificate or opinion of an Authorized Officer of the Issuer may be based, insofar as it relates to legal matters, upon a certificate or opinion of, or representations by, counsel, unless such officer knows, or in the exercise of reasonable care should know, that the certificate or opinion or representations with respect to the matters upon which his certificate or opinion is based are erroneous. Any such certificate of an Authorized Officer or Opinion of Counsel may be based, insofar as it relates to factual matters, upon a certificate or opinion of, or representations by, an officer or officers of the Seller or the Issuer, stating that the information with respect to such factual matters is in the possession of the Seller or the Issuer, unless such counsel knows, or in the exercise of reasonable care should know, that the certificate or opinion or representations with respect to such matters are erroneous. Where any Person is required to make, give or execute two or more applications, requests, consents, certificates, statements, opinions or other instruments under this Indenture, they may, but need not, be consolidated and form one instrument. Whenever in this Indenture, in connection with any application or certificate or report to the Indenture Trustee, it is provided that the Issuer shall deliver any document as a condition of the granting of such application, or as evidence of the Issuer's compliance with any term hereof, it is intended that the truth and accuracy, at the time of the granting of such application or at the effective date of such certificate or report (as the case may be), of the facts and opinions stated in such document shall in such case be conditions precedent to the right of the Issuer to have such application granted or to the sufficiency of such certificate or report. The foregoing shall not, however, be construed to affect the Indenture Trustee's right to rely upon the truth and accuracy of any statement or opinion contained in any such document as provided in Article VI. Section 10.0 Acts of Noteholders. Any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Indenture to be given or taken by Noteholders may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such Noteholders in person or by agents duly appointed in writing; and except as herein otherwise expressly provided such action shall become effective when such instrument or instruments are delivered to the Indenture Trustee, and, where it is hereby expressly required, to the Issuer. Such instrument or instruments (and the action embodied therein and evidenced thereby) are herein sometimes referred to as the "Act" of the Noteholders signing such instrument or instruments. Proof of execution of any such instrument or of a writing appointing any such agent shall be sufficient for any purpose of this Indenture and (subject to Section 6.01) conclusive in favor of the Indenture Trustee and the Issuer, if made in the manner provided in this Section 10.03. The fact and date of the execution by any person of any such instrument or writing may be proved in any manner that the Indenture Trustee deems sufficient. The ownership of Notes shall be proved by the Note Registrar. Any request, demand, authorization, direction, notice, consent, waiver or other action by the Holder of any Notes shall bind the Holder of every Note issued upon the registration 57 thereof or in exchange therefor or in lieu thereof, in respect of anything done, omitted or suffered to be done by the Indenture Trustee or the Issuer in reliance thereon, whether or not notation of such action is made upon such Note. Section 10.0 Notices, etc., to Indenture Trustee, Issuer, Credit Enhancer and Rating Agencies. Any request, demand, authorization, direction, notice, consent, waiver or Act of Note- holders or other documents provided or permitted by this Indenture shall be in writing and if such request, demand, authorization, direction, notice, consent, waiver or Act of Noteholders is to be made upon, given or furnished to or filed with: the Indenture Trustee by any Noteholder or by the Issuer shall be sufficient for every purpose hereunder if made, given, furnished or filed in writing to or with the Indenture Trustee at the Corporate Trust Office. The Indenture Trustee shall promptly transmit any notice received by it from the Noteholders to the Issuer, or the Issuer by the Indenture Trustee or by any Noteholder shall be sufficient for every purpose hereunder if in writing and mailed first-class, postage prepaid to the Issuer addressed to: Home Equity Loan Trust 1998-HS3, in care of Wilmington Trust Company, or at any other address previously furnished in writing to the Indenture Trustee by the Issuer. The Issuer shall promptly transmit any notice received by it from the Noteholders to the Indenture Trustee, or the Credit Enhancer by the Issuer, the Indenture Trustee or by any Noteholders shall be sufficient for every purpose hereunder to in writing and mailed, first-class postage pre-paid, or personally delivered or telecopied to: Ambac Assurance Corporation, One State Street Plaza, 17th Floor, New York, New York 10004, Attention: Howard Pfeffer, telecopier number (212) 363-1459. The Credit Enhancer shall promptly transmit any notice received by it from the Issuer, the Indenture Trustee or the Noteholders to the Issuer or Indenture Trustee, as the case may be. Notices required to be given to the Rating Agencies by the Issuer, the Indenture Trustee or the Owner Trustee shall be in writing, personally delivered or mailed by certified mail, return receipt requested, to (i) in the case of Moody's, at the following address: Moody's Investors Service, Inc., ABS Monitoring Department, 99 Church Street, New York, New York 10007 and (ii) in the case of Standard & Poor's, at the following address: Standard & Poor's Ratings Services, 26 Broadway (15th Floor), New York, New York 10004, Attention of Asset Backed Surveillance Department; or as to each of the foregoing, at such other address as shall be designated by written notice to the other parties. Section 10.0 Notices to Noteholders; Waiver. Where this Indenture provides for notice to Noteholders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and mailed, first-class, postage prepaid to each Noteholder affected by such event, at such Person's address as it appears on the Note Register, not later than the latest date, and not earlier than the earliest date, prescribed for the giving of such notice. In any case where notice to Noteholders is given by mail, neither the failure to mail such notice nor 58 any defect in any notice so mailed to any particular Noteholder shall affect the sufficiency of such notice with respect to other Noteholders, and any notice that is mailed in the manner herein provided shall conclusively be presumed to have been duly given regardless of whether such notice is in fact actually received. Where this Indenture provides for notice in any manner, such notice may be waived in writing by any Person entitled to receive such notice, either before or after the event, and such waiver shall be the equivalent of such notice. Waivers of notice by Noteholders shall be filed with the Indenture Trustee but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such a waiver. In case, by reason of the suspension of regular mail service as a result of a strike, work stoppage or similar activity, it shall be impractical to mail notice of any event to Noteholders when such notice is required to be given pursuant to any provision of this Indenture, then any manner of giving such notice as shall be satisfactory to the Indenture Trustee shall be deemed to be a sufficient giving of such notice. Where this Indenture provides for notice to the Rating Agencies, failure to give such notice shall not affect any other rights or obligations created hereunder, and shall not under any circumstance constitute an Event of Default. Section 10.0 Alternate Payment and Notice Provisions. Notwithstanding any provision of this Indenture or any of the Notes to the contrary, the Issuer may enter into any agreement with any Holder of a Note providing for a method of payment, or notice by the Indenture Trustee to such Holder, that is different from the methods provided for in this Indenture for such payments or notices. The Issuer shall furnish to the Indenture Trustee a copy of each such agreement and the Indenture Trustee shall cause payments to be made and notices to be given in accordance with such agreements. Section 10.0 Conflict with Trust Indenture Act. If any provision hereof limits, qualifies or conflicts with another provision hereof that is required to be included in this Indenture by any of the provisions of the Trust Indenture Act, such required provision shall control. The provisions of TIA ss.ss. 310 through 317 that impose duties on any Person (including the provisions automatically deemed included herein unless expressly excluded by this Indenture) are a part of and govern this Indenture, whether or not physically contained herein. Section 10.0 Effect of Headings. The Article and Section headings herein are for convenience only and shall not affect the construction hereof. Section 10.0 Successors and Assigns. All covenants and agreements in this Indenture and the Notes by the Issuer shall bind its successors and assigns, whether so expressed or not. All agreements of the Indenture Trustee in this Indenture shall bind its successors, co-trustees and agents. 59 Section 10. Separability. In case any provision in this Indenture or in the Notes shall be invalid, illegal or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. Section 10. Benefits of Indenture. Nothing in this Indenture or in the Notes, express or implied, shall give to any Person, other than the parties hereto and their successors hereunder, and the Noteholders, the Credit Enhancer, and any other party secured hereunder, and any other Person with an ownership interest in any part of the Trust Estate, any benefit or any legal or equitable right, remedy or claim under this Indenture. Section 10. Legal Holidays. In any case where the date on which any payment is due shall not be a Business Day, then (notwithstanding any other provision of the Notes or this Indenture) payment need not be made on such date, but may be made on the next succeeding Business Day with the same force and effect as if made on the date on which nominally due, and no interest shall accrue for the period from and after any such nominal date. Section 10. GOVERNING LAW. THIS INDENTURE SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS. Section 10. Counterparts. This Indenture may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. Section 10. Recording of Indenture. If this Indenture is subject to recording in any appropriate public recording offices, such recording is to be effected by the Issuer and at its expense accompanied by an Opinion of Counsel (which may be counsel to the Indenture Trustee or any other counsel reasonably acceptable to the Indenture Trustee) to the effect that such recording is necessary either for the protection of the Noteholders or any other Person secured hereunder or for the enforcement of any right or remedy granted to the Indenture Trustee under this Indenture. Section 10. Issuer Obligation. No recourse may be taken, directly or indirectly, with respect to the obligations of the Issuer, the Owner Trustee or the Indenture Trustee on the Notes or under this Indenture or any certificate or other writing delivered in connection herewith or therewith, against (i) the Indenture Trustee or the Owner Trustee in its individual capacity, (ii) any owner of a beneficial interest in the Issuer or (iii) any partner, owner, beneficiary, agent, officer, director, employee or agent of the Indenture Trustee or the Owner Trustee in its individual capacity, any holder of a beneficial interest in the Issuer, the Owner Trustee or the Indenture Trustee or of any successor or assign of the Indenture Trustee or the Owner Trustee in its individual capacity, except as any such Person may have expressly agreed (it being understood that the Indenture Trustee and the Owner Trustee have no such obligations in their individual capacity) and except that any such partner, owner or beneficiary shall be fully liable, to the extent 60 provided by applicable law, for any unpaid consideration for stock, unpaid capital contribution or failure to pay any installment or call owing to such entity. For all purposes of this Indenture, in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI, VII and VIII of the Trust Agreement. Section 10. No Petition. The Indenture Trustee, by entering into this Indenture, and each Noteholder, by accepting a Note, hereby covenant and agree that they will not at any time institute against the Depositor or the Issuer, or join in any institution against the Depositor or the Issuer of, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings, or other proceedings under any United States federal or state bankruptcy or similar law in connection with any obligations relating to the Notes, this Indenture or any of the Basic Documents. Section 10. Inspection. The Issuer agrees that, on reasonable prior notice, it shall permit any representative of the Indenture Trustee, during the Issuer's normal business hours, to examine all the books of account, records, reports and other papers of the Issuer, to make copies and extracts therefrom, to cause such books to be audited by Independent certified public accountants, and to discuss the Issuer's affairs, finances and accounts with the Issuer's officers, employees, and Independent certified public accountants, all at such reasonable times and as often as may be reasonably requested. The Indenture Trustee shall and shall cause its representatives to hold in confidence all such information except to the extent disclosure may be required by law (and all reasonable applications for confidential treatment are unavailing) and except to the extent that the Indenture Trustee may reasonably determine that such disclosure is consistent with its obligations hereunder. 61 IN WITNESS WHEREOF, the Issuer and the Indenture Trustee have caused their names to be signed hereto by their respective officers thereunto duly authorized, all as of the day and year first above written. HOME EQUITY LOAN TRUST 1998-HS3, as Issuer Wilmington Trust Company not in its individual capacity but solely as Owner Trustee By: Name: Title: THE CHASE MANHATTAN BANK, as Indenture Trustee By: Name: Regina Bergeland Title: Vice President THE CHASE MANHATTAN BANK hereby accepts the appointment as Paying Agent pursuant to Section 3.03 hereof and as Note Registrar pursuant to Section 4.02 hereof. By: Name: Regina Bergeland Title: Vice President STATE OF ____________ ) ) ss.: COUNTY OF __________ ) On this __th day of September, 1998, before me personally appeared Emmett R. Harmon, to me known, who being by me duly sworn, did depose and say, that he resides at 106 W. -Sutton Pla., Wilmington, DE, that he is the Vice President of the Owner Trustee, one of the corporations described in and which executed the above instrument; that he knows the seal of said corporation; that the seal affixed to said instrument is such corporate seal; that it was so affixed by order of the Board of Directors of said corporation; and that he signed his name thereto by like order. Notary Public STATE OF NEW YORK ) ) ss.: COUNTY OF NEW YORK ) On this __th day of September, 1998, before me personally appeared Regina Bergeland, to me known, who being by me duly sworn, did depose and say, that he resides at 450 West 33rd Street, 15th Floor, New York, NY, that she is the Vice President of The Chase Manhattan Bank, as Indenture Trustee, one of the corporations described in and which executed the above instrument; that she knows the seal of said corporation; that the seal affixed to said instrument is such corporate seal; that it was so affixed by order of the Board of Directors of said corporation; and that he signed his name thereto by like order. Notary Public NOTORIAL SEAL Exhibit A-1 FORM OF TERM NOTES UNLESS THIS TERM NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY TERM NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. THE PRINCIPAL OF THIS TERM NOTE IS PAYABLE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING PRINCIPAL AMOUNT OF THIS TERM NOTE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF. THIS TERM NOTE DOES NOT REPRESENT AN INTEREST IN OR OBLIGATION OF THE SELLER, THE DEPOSITOR, THE MASTER SERVICER, THE INDENTURE TRUSTEE, THE OWNER TRUSTEE OR GMAC MORTGAGE GROUP, INC. OR ANY OF THEIR RESPECTIVE AFFILIATES, EXCEPT AS EXPRESSLY PROVIDED IN THE INDENTURE OR THE BASIC DOCUMENTS. HOME EQUITY LOAN TRUST 1998-HS3 Home Equity Loan-Backed Term Note Registered Principal Amount: $___________ No. _ Note Rate: Floating CUSIP NO. 76110V BQ O Home Equity Loan Trust 1998-HS3, a business trust duly organized and existing under the laws of the State of Delaware (herein referred to as the "Issuer"), for value received, hereby promises to pay to Cede & Co. or registered assigns, the principal sum of $___________, payable on each Payment Date in an amount equal to the Percentage Interest specified above of the aggregate amount, if any, payable from the Payment Account in respect of principal on the Term Notes pursuant to Section 3.05 of the Indenture dated as of September 28, 1998 (the "Indenture") between the Issuer, as Issuer, and The Chase Manhattan Bank, as Indenture Trustee (the "Indenture Trustee"); provided, however, that the entire unpaid principal amount of this Term 1 Note shall be due and payable on the Payment Date in February 2024, to the extent not previously paid on a prior Payment Date. Capitalized terms used but not defined herein are defined in Appendix A of the Indenture. Interest on the Term Notes will be paid monthly on each Payment Date at the Note Rate for the related Interest Period subject to limitations which may result in Interest Shortfalls (as further described in the Indenture). The Note Rate for each Interest Period will be a floating rate equal to the lesser of (i) LIBOR plus 0.19% per annum and (ii) 17.25% per annum. LIBOR for each applicable Interest Period will be determined on the second LIBOR Business Day immediately preceding (i) the Closing Date in the case of the first Interest Period and (ii) the first day of each succeeding Interest Period by the Indenture Trustee as set forth in the Indenture. All determinations of LIBOR by the Indenture Trustee shall, in the absence of manifest error, be conclusive for all purposes, and each holder of this Term Note, by accepting this Term Note, agrees to be bound by such determination. Interest on this Term Note will accrue for each Payment Date from the most recent Payment Date on which interest has been paid (in the case of the first Payment Date, from the Closing Date) to but excluding such Payment Date. Interest will be computed on the basis of the actual number of days in each Interest Period and a year assumed to consist of 360 days. Principal of and interest on this Term Note shall be paid in the manner specified on the reverse hereof. Principal of and interest on this Term Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Term Note shall be applied first to interest due and payable on this Term Note as provided above and then to the unpaid principal of this Term Note. Reference is made to the further provisions of this Term Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Term Note. Unless the certificate of authentication hereon has been executed by the Indenture Trustee whose name appears below by manual signature, this Term Note shall not be entitled to any benefit under the Indenture referred to on the reverse hereof, or be valid or obligatory for any purpose. 2 This Term Note is one of a duly authorized issue of Term Notes of the Issuer, designated as its Home Equity Loan-Backed Term Notes (herein called the "Term Notes"), all issued under the Indenture, to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the respective rights and obligations thereunder of the Issuer, the Indenture Trustee and the holders of the Term Notes. The Term Notes are subject to all terms of the Indenture. The Term Notes and the Variable Funding Notes (collectively, the "Notes") are and will be equally and ratably secured by the collateral pledged as security therefor as provided in the Indenture. This Term Note is entitled to the benefits of an irrevocable and unconditional financial guaranty insurance policy issued by Ambac Assurance Corporation. Principal of and interest on this Term Note will be payable on each Payment Date, commencing on October 20, 1998, as described in the Indenture. "Payment Date" means the twentieth day of each month, or, if any such date is not a Business Day, then the next Business Day. The entire unpaid principal amount of this Term Note shall be due and payable in full on the Payment Date in February 2024 pursuant to the Indenture, to the extent not previously paid on a prior Payment Date. Notwithstanding the foregoing, if an Event of Default shall have occurred and be continuing, then the Indenture Trustee or the holders of Notes representing not less than a majority of the Security Balances of all Notes with the consent of the Credit Enhancer, or the Credit Enhancer may declare the Notes to be immediately due and payable in the manner provided in Section 5.02 of the Indenture. All principal payments on the Term Notes shall be made pro rata to the holders of Term Notes entitled thereto. Payments of interest on this Term Note due and payable on each Payment Date, together with the installment of principal, if any, to the extent not in full payment of this Term Note, shall be made by check mailed to the Person whose name appears as the Registered Holder of this Term Note (or one or more Predecessor Notes) on the Note Register as of the close of business on each Record Date, except that with respect to Term Notes registered on the Record Date in the name of the nominee of the Depository Agency (initially, such nominee to be Cede & Co.), payments will be made by wire transfer in immediately available funds to the account designated by such nominee. Such checks shall be mailed to the Person entitled thereto at the address of such Person as it appears on the Note Register as of the applicable Record Date without requiring that this Term Note be submitted for notation of payment. Any reduction in the principal amount of this Term Note (or any one or more Predecessor Term Notes) effected by any payments made on any Payment Date shall be binding upon all future holders of this Term Note and of any Term Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof, whether or not noted hereon. If funds are expected to be available, as provided in the Indenture, for payment in full of the then remaining unpaid principal amount of this Term Note on a Payment Date, then the Indenture Trustee, in the name of and on behalf of the Issuer, will notify the Person who was the Registered Holder hereof as of the Record Date preceding such 3 Payment Date by notice mailed or transmitted by facsimile prior to such Payment Date, and the amount then due and payable shall be payable only upon presentation and surrender of this Term Note at the address specified in such notice of final payment. As provided in the Indenture and subject to certain limitations set forth therein, the transfer of this Term Note may be registered on the Note Register upon surrender of this Term Note for registration of transfer at the Corporate Trust Office, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Indenture Trustee duly executed by, the holder hereof or such holder's attorney duly authorized in writing, with such signature guaranteed by an "eligible guarantor institution" meeting the requirements of the Note Registrar, which requirements include membership or participation in the Securities Transfer Agent's Medallion Program ("STAMP") or such other "signature guarantee program" as may be determined by the Note Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended, and thereupon one or more new Term Notes in authorized denominations and in the same aggregate principal amount will be issued to the designated transferee or transferees. No service charge will be charged for any registration of transfer or exchange of this Term Note, but the Note Registrar shall require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any registration of transfer or exchange of this Term Note. Each holder or Beneficial Owner of a Term Note, by acceptance of a Term Note, or, in the case of a Beneficial Owner of a Term Note, a beneficial interest in a Term Note, covenants and agrees that no recourse may be taken, directly or indirectly, with respect to the obligations of the Issuer, the Owner Trustee, the Seller, the Master Servicer, the Depositor or the Indenture Trustee on the Term Notes or under the Indenture or any certificate or other writing delivered in connection therewith, against (i) the Indenture Trustee or the Owner Trustee in its individual capacity, (ii) any owner of a beneficial interest in the Issuer or (iii) any partner, owner, beneficiary, agent, officer, director or employee of the Indenture Trustee or the Owner Trustee in its individual capacity, any holder of a beneficial interest in the Issuer, the Owner Trustee or the Indenture Trustee or of any successor or assign of the Indenture Trustee or the Owner Trustee in its individual capacity, except as any such Person may have expressly agreed and except that any such partner, owner or beneficiary shall be fully liable, to the extent provided by applicable law for any unpaid consideration for stock, unpaid capital contribution or failure to pay any installment or call owing to such entity. Each holder or Beneficial Owner of a Term Note, by acceptance of a Term Note or, in the case of a Beneficial Owner of a Term Note, a beneficial interest in a Term Note, covenants and agrees by accepting the benefits of the Indenture that such holder or Beneficial Owner of a Term Note will not at any time institute against the Depositor, the Seller, the Master Servicer, GMAC Mortgage Group, Inc. or the Issuer, or join in any institution against the Depositor, the Seller, the Master Servicer, GMAC Mortgage Group, Inc. or the Issuer of, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings under any United States federal or state bankruptcy or similar law in connection with any obligations relating to the Term Notes, the Indenture or the Basic Documents. 4 The Issuer has entered into the Indenture and this Term Note is issued with the intention that, for federal, state and local income, single business and franchise tax purposes, the Term Notes will qualify as indebtedness of the Issuer. Each holder of a Term Note, by acceptance of a Term Note (and each Beneficial Owner of a Term Note by acceptance of a beneficial interest in a Term Note), agrees to treat the Term Notes for federal, state and local income, single business and franchise tax purposes as indebtedness of the Issuer. Prior to the due presentment for registration of transfer of this Term Note, the Issuer, the Indenture Trustee and any agent of the Issuer or the Indenture Trustee may treat the Person in whose name this Term Note is registered (as of the day of determination or as of such other date as may be specified in the Indenture) as the owner hereof for all purposes, whether or not this Term Note be overdue, and none of the Issuer, the Indenture Trustee or any such agent shall be affected by notice to the contrary. The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Issuer and the Indenture Trustee and the rights of the holders of the Term Notes under the Indenture at any time by the Issuer and the Indenture Trustee with the consent of the holders of Notes representing a majority of the Security Balances of all Notes at the time Outstanding and the Credit Enhancer and with prior notice to the Rating Agencies. The Indenture also contains provisions permitting the holders of Notes representing specified percentages of the Security Balances of all Notes, on behalf of the holders of all the Notes, to waive compliance by the Issuer with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the holder of this Term Note (or any one of more Predecessor Term Notes) shall be conclusive and binding upon such holder and upon all future holders of this Term Note and of any Term Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof whether or not notation of such consent or waiver is made upon this Term Note. The Indenture also permits the Issuer and the Indenture Trustee to amend or waive certain terms and conditions set forth in the Indenture without the consent of holders of the Term Notes issued thereunder but with prior notice to the Rating Agencies and the Credit Enhancer. The term "Issuer" as used in this Term Note includes any successor or the Issuer under the Indenture. The Issuer is permitted by the Indenture, under certain circumstances, to merge or consolidate, subject to the rights of the Indenture Trustee and the holders of Term Notes under the Indenture. The Term Notes are issuable only in registered form in denominations as provided in the Indenture, subject to certain limitations therein set forth. This Term Note and the Indenture shall be construed in accordance with the laws of the State of New York, without reference to its conflict of law provisions and the obligations, rights and remedies of the parties hereunder and thereunder shall be determined in accordance with such laws. 5 No reference herein to the Indenture and no provision of this Term Note or of the Indenture shall alter or impair, the obligation of the Issuer, which is absolute and unconditional, to pay the principal of and interest on this Term Note at the times, place and rate, and in the coin or currency herein prescribed. Anything herein to the contrary notwithstanding, except as expressly provided in the Basic Documents, none of Wilmington Trust Company in its individual capacity, The Chase Manhattan Bank, in its individual capacity, any owner of a beneficial interest in the Issuer, or any of their respective partners, beneficiaries, agents, officers, directors, employees or successors or assigns shall be personally liable for, nor shall recourse be had to any of them for, the payment of principal of or interest on this Term Note or performance of, or omission to perform, any of the covenants, obligations or indemnifications contained in the Indenture. The holder of this Term Note by its acceptance hereof agrees that, except as expressly provided in the Basic Documents, in the case of an Event of Default under the Indenture, the holder shall have no claim against any of the foregoing for any deficiency, loss or claim therefrom; provided, however, that nothing contained herein shall be taken to prevent recourse to, and enforcement against, the assets of the Issuer for any and all liabilities, obligations and undertakings contained in the Indenture or in this Term Note. 6 IN WITNESS WHEREOF, the Owner Trustee, on behalf of the Issuer and not in its individual capacity, has caused this Term Note to be duly executed. HOME EQUITY LOAN TRUST 1998-HS3 By WILMINGTON TRUST COMPANY, not in its individual capacity but solely as Owner Trustee Dated: By Authorized Signatory CERTIFICATE OF AUTHENTICATION This is one of the Term Notes referred to in the within mentioned Indenture. THE CHASE MANHATTAN BANK, not in its individual capacity but solely as Indenture Trustee Dated: By Authorized Signatory ASSIGNMENT Social Security or taxpayer I.D. or other identifying number of assignee:__________________________________________________________ FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfer unto ============================================================================== (name and address of assignee) the within Term Note and all rights thereunder, and hereby irrevocably constitutes and appoints___________________________, attorney, to transfer said Term Note on the books kept for registration thereof, with full power of substitution in the premises. Dated: */ Signature Guaranteed: */ - -------- * NOTICE: The signature to this assignment must correspond with the name of the ----- registered owner as it appears on the face of the within Term Note in every particular, without alteration, enlargement or any change whatever. Such signature must be guaranteed by an "eligible guarantor institution" meeting the requirements of the Note Registrar, which requirements include membership or participation in STAMP or such other "signature guarantee program" as may be determined by the Note Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. Exhibit A-2 FORM OF VARIABLE FUNDING NOTES THIS VARIABLE FUNDING NOTE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS WHICH ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 4.02 OF THE INDENTURE REFERRED TO HEREIN. THE PRINCIPAL OF THIS VARIABLE FUNDING NOTE IS PAYABLE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING PRINCIPAL AMOUNT OF THIS VARIABLE FUNDING NOTE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF. THIS VARIABLE FUNDING NOTE DOES NOT REPRESENT AN INTEREST IN OR OBLIGATION OF THE SELLER, THE DEPOSITOR, THE MASTER SERVICER, THE INDENTURE TRUSTEE, THE OWNER TRUSTEE OR GMAC MORTGAGE GROUP, INC. OR ANY OF THEIR RESPECTIVE AFFILIATES, EXCEPT AS EXPRESSLY PROVIDED IN THE INDENTURE OR THE BASIC DOCUMENTS. HOME EQUITY LOAN TRUST 1998-HS3 Home Equity Loan-Backed Variable Funding Note Registered Initial Maximum Variable Funding Note Balance: $____________ No. VFN-_ Note Rate: Floating Home Equity Loan Trust 1998-HS3, a business trust duly organized and existing under the laws of the State of Delaware (herein referred to as the "Issuer"), for value received, hereby promises to pay to Residential Funding Corporation or registered assigns, the principal amount set forth on Schedule A attached hereto (or otherwise owing hereunder as determined pursuant to the Indenture as defined below), payable on each Payment Date in an amount equal to the pro rata portion allocable hereto (based on the Security Balances of all Variable Funding Notes immediately prior to such Payment Date) of the aggregate amount, if any, payable from the Payment Account in respect of principal on the Variable Funding Notes pursuant to Section 3.05 of the Indenture dated as of September 28, 1998 (the "Indenture") between the Issuer, as Issuer, and The Chase Manhattan Bank, as Indenture Trustee (the "Indenture Trustee"); provided, however, that the entire unpaid principal amount of this Variable funding Note shall be due and 1 payable on the Payment Date in February 2024 to the extent not previously paid on a prior Payment Date. Capitalized terms used but not defined herein are defined in Appendix A of the Indenture. Interest on the Variable Funding Notes will be paid monthly on each Payment Date at the Note Rate for the related Interest Period subject to limitations which may result in Interest Shortfalls (as further described in the Indenture). The Note Rate for each Interest Period will be a floating rate equal to the lesser of (i) LIBOR plus 0.19% per annum and (ii) 17.25% per annum. LIBOR for each applicable Interest Period will be determined on the second LIBOR Business Day immediately preceding (i) the Closing Date in the case of the first Interest Period and (ii) the first day of each succeeding Interest Period by the Indenture Trustee as set forth in the Indenture. All determinations of LIBOR by the Indenture Trustee shall, in the absence of manifest error, be conclusive for all purposes, and each holder of this Variable Funding Note, by accepting this Variable Funding Note, agrees to be bound by such determination. Interest on this Variable Funding Note will accrue for each Payment Date from the most recent Payment Date on which interest has been paid (in the case of the First Payment Date, from the Closing Date) to but excluding such Payment Date. Interest will be computed on the basis of the actual number of days in each Interest Period and a year assumed to consist of 360 days. Principal of and interest on this Variable Funding Note shall be paid in the manner specified on the reverse hereof. Principal of and interest on this Variable Funding Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Variable Funding Note shall be applied first to interest due and payable on this Variable Funding Note as provided above and then to the unpaid principal of this Variable Funding Note. Reference is made to the further provisions of this Variable Funding Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Variable Funding Note. Unless the certificate of authentication hereon has been executed by the Indenture Trustee whose name appears below by manual signature, this Variable Funding Note shall not be entitled to any benefit under the Indenture referred to on the reverse hereof, or be valid or obligatory for any purpose. 2 This Variable Funding Note is one of a duly authorized issue of Variable Funding Notes of the Issuer, designated as its Home Equity Loan-Backed Variable Funding Notes (herein called the "Variable Funding Notes"), all issued under the Indenture, to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the respective rights and obligations thereunder of the Issuer, the Indenture Trustee and the holders of the Variable Funding Notes. The Variable Funding Notes are subject to all terms of the Indenture. The Variable Funding Notes and the Term Notes (collectively, the "Notes") are and will be equally and ratably secured by the collateral pledged as security therefor as provided in the Indenture. This Variable Funding Note is entitled to the benefits of an irrevocable and unconditional financial guaranty insurance policy issued by Ambac Assurance Corporation. Principal of and interest on this Variable Funding Note will be payable on each Payment Date, commencing on October 20, 1998, as described in the Indenture. "Payment Date" means the twentieth day of each month, or, if any such day is not a Business Day, then the next Business Day. The entire unpaid principal amount of this Variable Funding Note shall be due and payable in full on the Payment Date in February 2024 pursuant to the Indenture, to the extent not previously paid on a prior Payment Date. Notwithstanding the foregoing, if an Event of Default shall have occurred and be continuing, then the Indenture Trustee or the holders of Notes representing not less than a majority of the Security Balances of all Notes with the consent of the Credit Enhancer, or the Credit Enhancer may declare the Notes to be immediately due and payable in the manner provided in Section 5.02 of the Indenture. All principal payments on the Variable Funding Notes shall be made pro rata to the holders of Variable Funding Notes entitle thereto. Payments of interest on this Variable Funding Note due and payable on each Payment Date, together with the installment of principal, if any, to the extent not in full payment of this Variable Funding Note, shall be made by check mailed to the Person whose name appears as the Registered Holder of this Variable Funding Note (or one or more Predecessor Notes) on the Note Register as of the close of business on each Record Date, except that with respect to Variable Funding Notes registered on the Record Date in the name of the nominee of the Depository Agency (initially, such nominee to be Cede & Co.), payments will be made by wire transfer in immediately available funds to the account designated by such nominee. Such checks shall be mailed to the Person entitled thereto at the address of such Person as it appears on the Note Register as of the applicable Record Date without requiring that this Variable Funding Note be submitted for notation of payment. Any reduction in the principal amount of this Variable Funding Note (or any one or more Predecessor Variable Funding Notes) effected by any payments made on any Payment Date shall be binding upon all future holders of this Variable Funding Note and of any Variable Funding Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof, whether or not noted hereon. If funds are expected to be available, as provided in the Indenture, for payment in full of the then remaining unpaid principal amount of 3 this Variable Funding Note on a Payment Date, then the Indenture Trustee, in the name of and on behalf of the Issuer, will notify the Person who was the Registered Holder hereof as of the Record Date preceding such Payment Date by notice mailed or transmitted by facsimile prior to such Payment Date and the amount then due and payable shall be payable only upon presentation and surrender of this Variable Funding Note at the address specified in such notice of final payment. As provided in the Indenture and subject to certain limitations set forth therein, the transfer of this Variable Funding Note may be registered on the Note Register upon surrender of this Variable Funding Note for registration of transfer at the Corporate Trust Office, duly endorsed by, and accompanied by a written instrument of transfer in form satisfactory to the Indenture Trustee duly executed by, the holder hereof or such holder's attorney duly authorized in writing, with such signature guaranteed by an "eligible guarantor institution" meeting the requirements of the Note Registrar, which requirements include membership or participation in the Securities Transfer Agent's Medallion Program ("STAMP") or such other "signature guarantee program" as may be determined by the Note Registrar in addition to or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended, and thereupon one or more new Variable Funding Notes in authorized denominations and in the same aggregate principal amount will be issued to the designated transferee or transferees. No service charge will be charged for any registration of transfer or exchange of this Variable Funding Note, but the Note Registrar shall require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any registration of transfer or exchange of this Variable Funding Note. Each holder or Beneficial Owner of a Variable Funding Note, by acceptance of a Variable Funding Note or, in the case of a Beneficial Owner of a Variable Funding Note, a beneficial interest in a Variable Funding Note, covenants and agrees that no recourse may be taken, directly or indirectly, with respect to the obligations of the Issuer, the Owner Trustee, the Seller, the Master Servicer, the Depositor or the Indenture Trustee on the Variable Funding Notes or under the Indenture or any certificate or other writing delivered in connection therewith, against (i) the Indenture Trustee or the Owner Trustee in its individual capacity, (ii) any owner of a beneficial interest in the Issuer or (iii) any partner, owner, beneficiary, agent, officer, director or employee of the Indenture Trustee or the Owner Trustee in its individual capacity, any holder of a beneficial interest in the Issuer, the Owner Trustee or the Indenture Trustee or of any successor or assign of the Indenture Trustee or the Owner Trustee in its individual capacity, except as any such Person may have expressly agreed and except that any such partner, owner or beneficiary shall be fully liable, to the extent provided by applicable law, for any unpaid consideration for stock, unpaid capital contribution or failure to pay any installment or call owing to such entity. Each holder or Beneficial Owner of a Variable Funding Note, by acceptance of a Variable Funding Note or, in the case of a Beneficial Owner of a Variable Funding Note, a beneficial interest in a Variable Funding Note, covenants and agrees by accepting the benefits of the Indenture that such holder or Beneficial Owner of a Variable Funding Note will not at any time institute against the Depositor, the Seller, the Master Servicer, GMAC Mortgage Group, Inc. 4 or the Issuer, or join in any institution against the Depositor, the Seller, the Master Servicer, GMAC Mortgage Group, Inc. or the Issuer of, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings under any United States federal or state bankruptcy or similar law in connection with any obligations relating to the Variable Funding Notes, the Indenture or the Basic Documents. The Issuer has entered into the Indenture and this Variable Funding Note is issued with the intention that, for federal, state and local income, single business and franchise tax purposes, the Variable Funding Notes will qualify as indebtedness of the Issuer. Each holder of a Variable Funding Note, by acceptance of a Variable Funding Note (and each Beneficial Owner of a Variable Funding Note, by acceptance of a beneficial interest in a Variable Funding Note), agrees to treat the Variable Funding Notes for federal, state and local income, single business and franchise tax purposes as indebtedness of the Issuer. Prior to the due presentment for registration of transfer of this Variable Funding Note, the Issuer, the Indenture Trustee and any agent of the Issuer or the Indenture Trustee may treat the Person in whose name this Variable Funding Note (as of the day of determination or as of such other date as may be specified in the Indenture) is registered as the owner hereof for all purposes, whether or not this Variable Funding Note be overdue, and none of the Issuer, the Indenture Trustee or any such agent shall be affected by notice to the contrary. The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Issuer and the Indenture Trustee and the rights of the holders of the Variable Funding Notes under the Indenture at any time by the Issuer and the Indenture Trustee with the consent of the holders of Notes representing a majority of the Security Balances of all Notes at the time Outstanding and the Credit Enhancer and with prior notice to the Rating Agencies. The Indenture also contains provisions permitting the holders of Notes representing specified percentages of the Security Balances of all Notes, on behalf of the holders of all the Notes, to waive compliance by the Issuer with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the holder of this Variable Funding Note (or any one of more Predecessor Variable Funding Notes) shall be conclusive and binding upon such holder and upon all future holders of thi 5 EXHIBIT 10.1 EXECUTION COPY RESIDENTIAL FUNDING MORTGAGE SECURITIES II, INC. as Purchaser, and RESIDENTIAL FUNDING CORPORATION as Seller REVOLVING CREDIT LOAN PURCHASE AGREEMENT Dated as of September 28, 1998 Revolving Credit Loans TABLE OF CONTENTS Page ARTICLE IDEFINITIONS Section 1.1. Definitions.........................................1 ARTICLE IISALE OF REVOLVING CREDIT LOANS AND RELATED PROVISIONS Section 2.1. Sale of Revolving Credit Loans......................2 Section 2.2. Payment of Purchase Price...........................5 Section 2.3. Reserved............................................5 Section 2.4. Variable Funding Notes on or after the Closing Date.6 Section 2.5. Draws After an Amortization Event...................6 ARTICLE IIIREPRESENTATIONS AND WARRANTIES;REMEDIES FOR BREACH Section 3.1. Seller Representations and Warranties...............7 ARTICLE IVSELLER'S COVENANTS Section 4.1. Covenants of the Seller............................15 ARTICLE VSERVICING Section 5.1. Servicing..........................................15 ARTICLE VIINDEMNIFICATION BY THE SELLERWITH RESPECT TO THE REVOLVING CREDIT LOANS Section 6.1. Indemnification With Respect to the Revolving Credit Loans ............................................15 Section 6.2. Limitation on Liability of the Seller..............15 ARTICLE VIITERMINATION Section 7.1. Termination........................................16 ARTICLE VIIIMISCELLANEOUS PROVISIONS Section 8.1. Amendment..........................................16 Section 8.2. GOVERNING LAW......................................16 -i- Page Section 8.3. Notices............................................17 Section 8.4. Severability of Provisions.........................17 Section 8.5. Relationship of Parties............................17 Section 8.6. Counterparts.......................................17 Section 8.7. Further Agreements.................................18 Section 8.8. Intention of the Parties...........................18 Section 8.9. Successors and Assigns; Assignment of This Agreement18 Section 8.10. Survival..........................................19 -ii- Exhibits Exhibit 1 Revolving Credit Loan Schedule -iii- This REVOLVING CREDIT LOAN PURCHASE AGREEMENT (this "Agreement"), dated as of September 28, 1998, is made between Residential Funding Corporation (the "Seller") and Residential Funding Mortgage Securities II, Inc. (the "Purchaser"). W I T N E S S E T H : WHEREAS, the Seller owns Cut-off Date Loan Balances and the Related Documents for the home equity lines of credit indicated on the Revolving Credit Loan Schedule attached as Exhibit 1 hereto (collectively, the "Revolving Credit Loans"), including rights to (a) any property acquired by foreclosure or deed in lieu of foreclosure or otherwise, and (b) the proceeds of any insurance policies covering the Revolving Credit Loans; WHEREAS, the parties hereto desire that the Seller sell the Cut-off Date Loan Balances of the Revolving Credit Loans to the Purchaser pursuant to the terms of this Agreement together with the Related Documents on the Closing Date, and thereafter all Additional Balances created on or after the Cut-off Date; WHEREAS, pursuant to the terms of the Servicing Agreement, the Master Servicer will service the Revolving Credit Loans directly or through one or more Subservicers; WHEREAS, pursuant to the terms of the Trust Agreement, the Purchaser will sell the Revolving Credit Loans to the Issuer in exchange for the cash proceeds of the Securities; WHEREAS, pursuant to the terms of the Trust Agreement, the Issuer will issue and transfer to or at the direction of the Purchaser, the Certificates; WHEREAS, pursuant to the terms of the Indenture, the Issuer will issue and transfer to or at the direction of the Purchaser, the Notes, secured by the Revolving Credit Loans; NOW, THEREFORE, in consideration of the mutual covenants herein contained, the parties hereto agree as follows: ARTICLE I DEFINITIONS Section 1.1. Definitions. For all purposes of this Revolving Credit Loan Purchase Agreement, except as otherwise expressly provided herein or unless the context otherwise requires, capitalized terms not otherwise defined herein shall have the meanings assigned to such terms in the Definitions contained in Appendix A to the Indenture dated September 28, 1998 (the "Indenture"), between Home Equity Loan Trust 1998-HS3, as Issuer and The Chase Manhattan Bank, as indenture trustee, which is incorporated by reference herein. All other capitalized terms used herein shall have the meanings specified herein. -2- ARTICLE II SALE OF REVOLVING CREDIT LOANS AND RELATED PROVISIONS Section 2.1. Sale of Revolving Credit Loans. (a) The Seller, by the execution and delivery of this Agreement, does hereby sell, assign, set over, and otherwise convey to the Purchaser, without recourse, all of its right, title and interest in, to and under the following, and wherever located: (i) the Revolving Credit Loans (including without limitation the Cut-off Date Loan Balances and all Additional Balances; provided, however, that following the occurrence of an Amortization Event, any subsequent loan balance represented by each Draw and interest thereon will not be deemed transferred to the Issuer, and the Seller (in such event) shall retain ownership of each loan balance represented by each such Draw made thereafter and interest thereon), all interest accruing thereon and all collections in respect thereof received on or after the Cut-off Date; (ii) property which secured a Revolving Credit Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) the interest of the Seller in any insurance policies in respect of the Revolving Credit Loans; and (iv) all proceeds of the foregoing; provided, however, that the Purchaser does not assume the obligation under each Loan Agreement to fund Draws to the Mortgagor thereunder, and the Purchaser shall not be obligated or permitted to fund any such Draws, it being agreed that the Seller will retain the obligation to fund future Draws. Such conveyance shall be deemed to be made: (1) with respect to the Cut-off Date Loan Balances, as of the Closing Date; and (2) with respect to the amount of each Additional Balance created on or after the Cut-off Date, as of the later of the Closing Date and the date that the corresponding Draw was made pursuant to the related Loan Agreement, subject to the receipt by the Seller of consideration therefor as provided herein under clause (b) of Section 2.2. (b) In connection with such conveyance, the Seller further agrees, at its own expense, on or prior to the Closing Date with respect to the Loan Balance of the Revolving Credit Loans to indicate in its books and records that the Revolving Credit Loans have been sold to the Purchaser pursuant to this Agreement and to deliver to the Purchaser the Revolving Credit Loan Schedule. Such Revolving Credit Loan Schedule shall be marked as Exhibit 1 to this Agreement and is hereby incorporated into and made a part of this Agreement. (c) In connection with such conveyance by the Seller, the Seller shall on behalf of the Purchaser deliver to, and deposit with the respective Custodian, on or before the Closing Date, the following documents or instruments with respect to each Revolving Credit Loan: (i) the original Mortgage Note endorsed without recourse to the Indenture Trustee and showing an unbroken chain of endorsement from the originator thereof to the Person endorsing it or, with respect to any Revolving Credit Loan as to -3- which the original Mortgage Note has been permanently lost or destroyed and has not been replaced, a Lost Note Affidavit together with a copy of such Note; (ii) the original Mortgage with evidence of recording thereon, or, if the original Mortgage has not yet been returned from the public recording office, a copy of the original Mortgage certified by the public recording office in which such original Mortgage has been recorded, or a copy of such Mortgage certified by the recording office in the event the recording office keeps the original or if the original is lost; (iii) assignments (which may be included in one or more blanket assignments if permitted by applicable law) of the Mortgage in recordable form to "The Chase Manhattan Bank as indenture trustee" c/o the Seller at an address specified by the Seller; (iv) originals of any intervening assignments of the Mortgage, with evidence of recording thereon, or, if the original of any such intervening assignment has not yet been returned from the public recording office, a copy of such original intervening assignment certified by the public recording office in which such original intervening assignment has been recorded; and (v) a true and correct copy of each assumption, modification, consolidation or substitution agreement, if any, relating to the Revolving Credit Loan. Within the time period for the review of each Mortgage File set forth in Section 2.3 of the Custodial Agreement, if a material defect in any Mortgage File is discovered which may materially and adversely affect the value of the related Revolving Credit Loan, or the interests of the Indenture Trustee (as pledgee of the Revolving Credit Loans), the Noteholders, the Certificateholders or the Credit Enhancer in such Revolving Credit Loan, including the Seller's failure to deliver any document required to be delivered to the Custodian on behalf of the Indenture Trustee (provided that a Mortgage File will not be deemed to contain a defect for an unrecorded assignment under clause (iii) above if the Seller has submitted such assignment for recording or if such assignment is not required to be recorded pursuant to the terms of the following paragraph), the Seller shall cure such defect, repurchase the related Revolving Credit Loan at the Repurchase Price or substitute an Eligible Substitute Loan for the related Revolving Credit Loan upon the same terms and conditions set forth in Section 3.1 hereof for breaches of representations and warranties as to the Revolving Credit Loans. With respect to any missing Mortgage Notes referred to in Subsection 3.1(b)(xxxiv), the Seller shall have 60 days from the Closing Date to deliver the documents referred to in this Subsection 2.1(c). If such documents have not been delivered within 60 days, the Seller shall repurchase the related Revolving Credit Loan or substitute an Eligible Substitute Loan for the related Revolving Credit Loan upon the -4- same terms and conditions set forth in Section 3.1 hereof for breaches of representations and warranties as to the Revolving Credit Loans. Within 60 days after the receipt by the Master Servicer of the recording information necessary to complete the recording of each of the assignments referred to in clause (iii) above, the Seller at its own expense shall complete, or cause to be completed, in the name of the Indenture Trustee, and shall submit each such assignment for recording in the appropriate public office for real property records each of the assignments referred to in clause (iii) above. While such assignment to be recorded is being recorded, the Custodian shall retain a photocopy of such assignment. If any assignment is lost or returned unrecorded to the Custodian because of any defect therein, the Seller is required to prepare a substitute assignment or cure such defect, as the case may be, and the Seller shall cause such assignment to be recorded in accordance with this paragraph. Notwithstanding the foregoing, as to any Revolving Credit Loan where the Seller is the assignee of record of the Mortgage, the assignment referred to in clause (iii) above shall not be required to be completed and submitted for recording, if an Opinion of Counsel is provided in form and substance satisfactory to the Credit Enhancer and to each Rating Agency, to the effect that such recordation of the assignment referred to in clause (iii) above (completed in the name of the Indenture Trustee) is not required (i) to effect the sale and conveyance of the Revolving Credit Loan by the Seller to the Depositor and by the Depositor to the Issuer, or the granting and perfecting of the security interest in the Revolving Credit Loan to the Indenture Trustee as provided in the Indenture or (ii) to defeat any ownership, security interest or other adverse claim to the Revolving Credit Loan by any creditor of the Seller or the Depositor by any purported transferee of such Revolving Credit Loan in a purported transfer thereof by the Seller or the Depositor subsequent to such sale and conveyance. In instances where an original Mortgage or any original intervening assignment of Mortgage was not, in accordance with clause (ii) or (iv) above, delivered by the Seller to the respective Custodian prior to or concurrently with the execution and delivery of this Agreement, the Seller will deliver or cause to be delivered the originals of such documents to such Custodian promptly upon receipt thereof. The Purchaser hereby acknowledges its acceptance of all right, title and interest to the property, conveyed to it pursuant to this Section 2.1. (d) The parties hereto intend that the transactions set forth herein constitute a sale by the Seller to the Purchaser of all the Seller's right, title and interest in and to the Revolving Credit Loans and other property as and to the extent described above. In the event the transactions set forth herein are deemed not to be a sale, the Seller hereby grants to the Purchaser a security interest in all of the Seller's right, title and interest in, to and under the Revolving Credit Loans and such other property, to secure all of the Seller's obligations hereunder, and this Agreement shall constitute a security agreement under applicable law. The Seller agrees to take -5- or cause to be taken such actions and to execute such documents, including without limitation the filing of all necessary UCC-1 financing statements filed in the State of Minnesota (which shall have been submitted for filing as of the Closing Date), any continuation statements with respect thereto and any amendments thereto required to reflect a change in the name or corporate structure of the Seller or the filing of any additional UCC-1 financing statements due to the change in the principal office of the Seller, as are necessary to perfect and protect the Purchaser's interests in each Revolving Credit Loan and the proceeds thereof. Section 2.2. Payment of Purchase Price. (a) The "Purchase Price" for the Revolving Credit Loans (including the Additional Balances) shall be (1) an amount equal to $148,590,024.00 in immediately available funds, together with the Certificates, in respect of the Cut-off Date Loan Balances thereof and (2) in the case of each Additional Balance transferred hereunder created on or after the Cut-off Date, the principal amount of the related Draw under the Loan Agreement on the later of the Closing Date and the date of the creation of such Additional Balance. (b) In consideration of the sale of the Revolving Credit Loans from the Seller to the Purchaser on the Closing Date, the Purchaser shall pay to the Seller on the Closing Date by wire transfer of immediately available funds to a bank account designated by the Seller, the amount specified above in clause (a)(1) for each Revolving Credit Loan; provided, that such payment may be on a net funding basis if agreed by the Seller and the Purchaser. With respect to each Additional Balance transferred hereunder with respect to any Revolving Credit Loan, the Issuer as assignee of the Purchaser shall pay or cause to be paid to the Seller or its designee the portion of the Purchase Price specified above in clause (a)(2) for such Additional Balance in one of the following ways, as applicable: (i) for any Collection Period during the Revolving Period, so long as an Amortization Event has not occurred, (a) a cash payment pursuant to Section 3.03(ii) of the Servicing Agreement and Section 2.2(a)(2) hereof in an amount equal to the related Draw, if then available from Principal Collections during the related Collection Period on the Revolving Credit Loans, and (b) to the extent aggregate Draws exceed Principal Collections for such Collection Period, an increase in the aggregate principal amount of the Variable Funding Notes or an issuance of new Variable Funding Notes, as of the Payment Date corresponding to the Collection Period in which such Additional Balances were created, equal to the amount by which Additional Balances exceeded Principal Collections for such Collection Period, and (ii) for any Collection Period after the end of the Revolving Period, so long as an Amortization Event has not occurred, an increase in the aggregate principal amount of Variable Funding Notes or an issuance of new Variable Funding Notes as of each Payment Date in an aggregate amount equal to the total of the related Draws for the corresponding Collection Period. Section 2.3. Reserved. -6- Section 2.4. Variable Funding Notes on or after the Closing Date. Subject to Section 4.02 of the Indenture, if at any time, the Seller holds Variable Funding Notes that have reached their Maximum Variable Funding Balance, and to the extent that the same are exchanged for Capped Funding Notes in accordance with Section 4.02 of the Indenture, the Purchaser agrees that, upon written request made by the Seller at any time, the Purchaser shall use its best reasonable efforts to cause such Capped Funding Notes held by the Seller to be registered for resale by the Seller pursuant to an effective registration statement filed by the Purchaser in accordance with, and meeting all requirements of, the Securities Act of 1933, as amended. The Purchaser shall use its best reasonable efforts to cause such registration statement to become effective with respect to such Capped Funding Notes as soon as practicable within a mutually agreed reasonable time period after the Seller's request. It is contemplated that such registration statement will be the shelf registration statement pursuant to which the Term Notes issued on the Closing Date are to be offered, or one substantially similar thereto. In connection with such registration statement and offering, the Seller shall reimburse the Purchaser for costs related thereto including registration fees, printing fees, rating fees, legal fees, accountant's fees, blue sky registration fees and expenses (if any), related expenses of the Credit Enhancer and other out-of-pocket costs, if any. In connection with such registration statement and related prospectus, the Seller shall provide the Purchaser with an updated Revolving Credit Loan Schedule and all other information reasonably necessary to assure that the statements in the prospectus with respect to the Revolving Credit Loans and the Seller (including in its capacity as servicer of the Revolving Credit Loans) are complete and correct in all material respects as of the date of sale of such Capped Funding Notes by the Seller. The registration statement shall not include any information with respect to the Credit Enhancer, except for information approved by the Credit Enhancer for use therein. Section 2.5. Draws After an Amortization Event. In the event that an Amortization Event occurs, any Draws made on the Revolving Credit Loans thereafter shall not be deemed to be "Additional Balances" hereunder, and the ownership of the related balances shall be retained by the Seller. Following an Amortization Event, on any Payment Date, with respect to the related Collection Period, all Interest Collections and Principal Collections in respect of each individual Revolving Credit Loan shall be allocated on a pro rata basis as between the Issuer and the Seller, based on the relative proportions of the Loan Balance and the Excluded Amount, respectively, as of the end of the calendar month immediately prior to such Collection Period. Any losses incurred with respect to any individual Revolving Credit Loan following an Amortization Event shall be allocated on a pro rata basis between the Issuer and the Seller, based on the Loan Balance and the Excluded Amount thereof as of the date of liquidation of such Revolving Credit Loan. Notwithstanding any other provision hereof or of the Servicing Agreement, the payments and collections allocable to the Excluded Amount need not be deposited in the Custodial Account and shall not be deposited in the -7- Distribution Account or the Payment Account, and shall be distributed by the Master Servicer to the Seller not less frequently than monthly in accordance with reasonable instructions provided by the Seller. ARTICLE III REPRESENTATIONS AND WARRANTIES; REMEDIES FOR BREACH Section 3.1. Seller Representations and Warranties. The Seller represents and warrants to the Purchaser, as of the Closing Date (or if otherwise specified below, as of the date so specified): (a) As to the Seller: (i) The Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has the corporate power to own its assets and to transact the business in which it is currently engaged. The Seller is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction in which the character of the business transacted by it or properties owned or leased by it requires such qualification and in which the failure to so qualify would have a material adverse effect on the business, properties, assets or condition (financial or other) of the Seller; (ii) The Seller has the power and authority to make, execute, deliver and perform its obligations under this Agreement and all of the transactions contemplated under this Agreement, and has taken all necessary corporate action to authorize the execution, delivery and performance of this Agreement. When executed and delivered, this Agreement will constitute the legal, valid and binding obligation of the Seller enforceable in accordance with its terms, except as enforcement of such terms may be limited by bankruptcy, insolvency or similar laws affecting the enforcement of creditors' rights generally and by the availability of equitable remedies; (iii) The Seller is not required to obtain the consent of any other Person or any consent, license, approval or authorization from, or registration or declaration with, any governmental authority, bureau or agency in connection with the execution, delivery, performance, validity or enforceability of this Agreement, except for such consents, license, approvals or authorization, or registration or declaration, as shall have been obtained or filed, as the case may be; -8- (iv) The execution and delivery of this Agreement and the performance of the transactions contemplated hereby by the Seller will not violate any provision of any existing law or regulation or any order or decree of any court applicable to the Seller or any provision of the Certificate of Incorporation or Bylaws of the Seller, or constitute a material breach of any mortgage, indenture, contract or other agreement to which the Seller is a party or by which the Seller may be bound; (v) No litigation or administrative proceeding of or before any court, tribunal or governmental body is currently pending, or to the knowledge of the Seller threatened, against the Seller or any of its properties or with respect to this Agreement or the Certificates which in the opinion of the Seller has a reasonable likelihood of resulting in a material adverse effect on the transactions contemplated by this Agreement; (vi) This Agreement constitutes a legal, valid and binding obligation of the Seller, enforceable against the Seller in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect affecting the enforcement of creditors' rights in general and except as such enforceability may be limited by general principles of equity (whether considered in a proceeding at law or in equity); (vii) This Agreement constitutes a valid transfer and assignment to the Purchaser of all right, title and interest of the Seller in and to the Cut-off Date Loan Balances with respect to the Revolving Credit Loans, all monies due or to become due with respect thereto, and all proceeds of such Cut-off Date Loan Balances with respect to the Revolving Credit Loans and such funds as are from time to time deposited in the Custodial Account (excluding any investment earnings thereon) as assets of the Trust and all other property specified in the definition of "Trust" as being part of the corpus of the Trust conveyed to the Purchaser by the Seller, and upon payment for the Additional Balances, will constitute a valid transfer and assignment to the Purchaser of all right, title and interest of the Seller in and to the Additional Balances, all monies due or to become due with respect thereto, and all proceeds of such Additional Balances and all other property specified in the definition of "Trust" relating to the Additional Balances; and (viii) The Seller is not in default with respect to any order or decree of any court or any order, regulation or demand or any federal, state, municipal or governmental agency, which default might have consequences that would materially and adversely affect the condition (financial or other) or operations of the Master Servicer or its properties or might have consequences that would materially adversely affect its performance hereunder. (b) As to the Revolving Credit Loans: -9- (i) The information set forth in the Revolving Credit Loan Schedule for such Revolving Credit Loans is true and correct in all material respects as of the date or dates respecting which such information is furnished; (ii) The Cut-off Date Loan Balances have not been assigned or pledged, the Seller has good and marketable title thereto and the Seller is the sole owner and holder of such Cut-off Date Loan Balances free and clear of any and all liens, claims, encumbrances, participation interests, equities, pledges, charges of security interests of any nature and has full right and authority, under all governmental and regulatory bodies having jurisdiction over the ownership of the applicable Revolving Credit Loans to sell and assign the same pursuant to this Agreement; (iii) The related Mortgage Note and the Mortgage have not been assigned or pledged, the Seller has good and marketable title thereto and the Seller is the sole owner and holder of the Revolving Credit Loan free and clear of any and all liens, claims, encumbrances, participation interests, equities, pledges, charges of security interests of any nature and has full right and authority, under all governmental and regulatory bodies having jurisdiction over the ownership of the applicable Revolving Credit Loans to sell and assign the same pursuant to this Agreement; (iv) To the best of Seller's knowledge, there is no valid offset, defense or counterclaim of any obligor under any Loan Agreement or Mortgage; (v) To the best of Seller's knowledge, there is no delinquent recording or other tax or fee or assessment lien against any related Mortgaged Property; (vi) To the best of Seller's knowledge, there is no proceeding pending or threatened for the total or partial condemnation of the related Mortgaged Property; (vii) To the best of Seller's knowledge, there are no mechanics' or similar liens or claims which have been filed for work, labor or material affecting the related Mortgaged Property which are, or may be liens prior or equal to, or subordinate with, the lien of the related Mortgage, except liens which are fully insured against by the title insurance policy referred to in clause (xi); (viii) As of the Cut-off Date, no Revolving Credit Loan was 30 days or more Delinquent; (ix) For each Revolving Credit Loan, the related Mortgage File contains each of the documents and instruments specified to be included therein; -10- (x) The related Mortgage Note and the related Mortgage at the time it was made complied in all material respects with applicable local, state and federal laws; (xi) A policy of title insurance in the form and amount required by the related Seller's Agreement was effective as of the closing of each Revolving Credit Loan and each such policy is valid and remains in full force and effect, and with respect to each Revolving Credit Loan with a Cut-off Date Loan Balance greater than or equal to $100,000 a title search or other assurance of title customary in the relevant jurisdiction was obtained as to which no title insurance policy or binder was issued and with respect to the remainder of the Revolving Credit Loans as to which no title insurance policy or binder was issued or title search obtained there are no intervening liens affecting the Mortgaged Property; (xii) None of the Mortgaged Properties is a mobile home or a manufactured housing unit that is not permanently attached to its foundation; (xiii) No more than 54.92% of the Revolving Credit Loans, by Cut-off Date Loan Balance, are secured by Mortgaged Properties located in California; (xiv) As of the Cut-off Date the Combined Loan-to-Value Ratio for each Revolving Credit Loan was not in excess of 101%; (xv) [Reserved]; (xvi) The Seller has not transferred the Revolving Credit Loans to the Purchaser with any intent to hinder, delay or defraud any of its creditors; (xvii) The minimum monthly payment with respect to any Revolving Credit Loan is not less than the interest accrued at the applicable Loan Rate on the average daily Loan Balance during the interest period relating to the date on which such minimum monthly payment is due; (xviii) The Seller will submit for filing or cause to be submitted for filing UCC-1 financing statements in accordance with the terms of this Agreement; (xix) Each Loan Agreement and each Mortgage is substantially similar to the other and is an enforceable obligation of the related Mortgagor; (xx) To the best of Seller's knowledge, the physical property subject to each Mortgage is free of material damage and is in good repair; -11- (xxi) The Seller has not received a notice of default of any senior mortgage loan related to a Mortgaged Property which has not been cured by a party other than the related Subservicer; (xxii) Each of the Mortgage Notes has a substantially similar definition of Prime as the Index applicable to the Loan Rate; (xxiii) None of the Revolving Credit Loans are reverse mortgage loans; (xxiv) (A) No Revolving Credit Loan has an original term to maturity in excess of 301 months. On each date that the Loan Rates have been adjusted prior to the Cut-off Date interest rate adjustments on the Revolving Credit Loans were made in compliance with the related Mortgage and Mortgage Note and applicable law. Over the term of any Revolving Credit Loan, the Loan Rate may not exceed the related Maximum Loan Rate, if any. (B) The Revolving Credit Loans have Maximum Loan Rates which range between 10.00% and 25.00%. The Gross Margins for the Revolving Credit Loans range between 0.00% and 8.50%, and the weighted average Gross Margin for the Revolving Credit Loans is approximately 2.54% as of the Cut-off Date. As of the Cut-off Date, the Loan Rates on the Revolving Credit Loans range between 5.99% and 17.00% and the weighted average Loan Rate is approximately 9.61%. The weighted average remaining term to scheduled maturity of the Revolving Credit Loans on a contractual basis as of the Cut-off Date Loan is approximately 216 months; (xxv) (A) Each Mortgaged Property with respect to the Revolving Credit Loans consists of a single parcel of real property with a single family residence erected thereon, a two-to-four family residence erected thereon, or improved by an individual condominium unit, planned unit development, townhouse or manufactured home. (B) With respect to the Revolving Credit Loans (i) approximately 20.12% (by Cut-off Date Loan Balance) are secured by real property improved by individual condominium units, planned unit developments, townhouses or manufactured homes, (ii) approximately 79.14% (by Cut-off Date Loan Balance) are secured by real property with a single family residence erected thereon and (iii) approximately 0.74% (by Cut-off Date Loan Balance) are secured by real property with a two-to-four family residence; (xxvi) As of the Cut-off Date, the Credit Limits on the Revolving Credit Loans range between approximately $8,000 and $500,000 with an average of $42,203. As of the Cut-off Date, no Revolving Credit Loan had a principal balance in excess of $31,561 and the weighted average Credit Limit Utilization Rate, based on the Credit Limits of the Revolving Credit Loans is equal to approximately 74.78%; -12- (xxvii) Approximately 0.91% and 99.09% of the Revolving Credit Loans, by aggregate principal balance as of the Cut-off Date are first and second liens, respectively; (xxviii) Each Subservicer meets all applicable requirements under the Servicing Agreement, is properly qualified to service the Revolving Credit Loans and has been servicing the Revolving Credit Loans prior to the Cut-off Date in accordance with the terms of the respective Subservicing Agreement; (xxix) For each Revolving Credit Loan, hazard insurance and flood insurance has been obtained which meets all applicable requirements of Section 3.04 of the Servicing Agreement; (xxx) There is no material default, breach, violation or event of acceleration existing under the terms of any Mortgage Note or Mortgage and no event which, with notice and expiration of any grace or cure period, would constitute a material default, breach, violation or event of acceleration under the terms of any Mortgage Note or Mortgage, and no such material default, breach, violation or event of acceleration has been waived by the Seller or by any other entity involved in originating or servicing a Revolving Credit Loan; (xxxi) No instrument of release or waiver has been executed in connection with the Revolving Credit Loans, and no Mortgagor has been released, in whole or in part from its obligations in connection with a Revolving Credit Loan; (xxxii) With respect to each Revolving Credit Loan that is a second lien, either (i) no consent for the Revolving Credit Loan was required by the holder of the related prior lien or (ii) such consent has been obtained and is contained in the mortgage file; (xxxiii) The Mortgage contains a customary provision for the acceleration of the payment of the unpaid principal balance of the Revolving Credit Loan in the event the related Mortgaged Property is sold without the prior consent of the mortgagee thereunder; and (xxxiv) The Mortgage Notes for not more than 0.29% of the Revolving Credit Loans, by Cut-off Date Loan Balance, are missing from the Mortgage File. Upon discovery by Seller or upon notice from the Purchaser, the Credit Enhancer, the Issuer, the Owner Trustee, the Indenture Trustee or any Custodian, as applicable, of a breach of any representation or warranty in clause (a) above which materially and adversely affects the -13- interests of the Securityholders or the Credit Enhancer, as applicable, in any Revolving Credit Loan, the Seller shall, within 45 days of its discovery or its receipt of notice of such breach, either (i) cure such breach in all material respects or (ii) to the extent that such breach is with respect to a Revolving Credit Loan or a Related Document, either (A) repurchase such Revolving Credit Loan from the Issuer at the Repurchase Price, or (B) substitute one or more Eligible Substitute Loans for such Revolving Credit Loan, in each case in the manner and subject to the conditions and limitations set forth below. Upon discovery by the Seller or upon notice from the Purchaser, the Credit Enhancer, the Issuer, the Owner Trustee, the Indenture Trustee or any Custodian, as applicable, of a breach of any representation or warranty in this clause (b) above with respect to any Revolving Credit Loan, or upon the occurrence of a Repurchase Event, which materially and adversely affects the interests of any Securityholders or the Credit Enhancer, as applicable, or of the Purchaser in such Revolving Credit Loan (notice of which shall be given to the Purchaser by the Seller, if it discovers the same), notwithstanding the Seller's lack of knowledge with respect to the substance of such representation and warranty, the Seller shall, within 90 days after the earlier of its discovery or receipt of notice thereof, either cure such breach or Repurchase Event in all material respects or either (i) repurchase such Revolving Credit Loan from the Issuer at the Repurchase Price, or (ii) substitute one or more Eligible Substitute Loans for such Revolving Credit Loan, in each case in the manner and subject to the conditions set forth below. The Repurchase Price for any such Revolving Credit Loan repurchased by the Seller shall be deposited or caused to be deposited by the Master Servicer in the Custodial Account maintained by it pursuant to Section 3.02 of the Servicing Agreement. In the event that the Seller elects to substitute an Eligible Substitute Loan or Loans for a Deleted Loan pursuant to this Section 3.1, the Seller shall deliver to the Custodian on behalf of the Issuer, with respect to such Eligible Substitute Loan or Loans, the original Mortgage Note (or, in the case of a Revolving Credit Loan as to which the original Mortgage Note has been permanently lost or destroyed and has not been replaced, a Lost Note Affidavit, together with a copy of such Note) and all other documents and agreements as are required by Section 2.1(c), with the Mortgage Note endorsed as required by Section 2.1(c). No substitution will be made in any calendar month after the Determination Date for such month. Monthly Payments due with respect to Eligible Substitute Loans in the month of substitution shall not be part of the Owner Trust and will be retained by the Master Servicer and remitted by the Master Servicer to the Seller on the next succeeding Payment Date, provided that a payment at least equal to the applicable Minimum Monthly Payment for such month in respect of the Deleted Loan has been received by the Owner Trust. For the month of substitution, distributions to the Distribution Account pursuant to the Servicing Agreement will include the Monthly Payment due on a Deleted Loan for such month and thereafter the Seller shall be entitled to retain all amounts received in respect of such Deleted Loan. The Master Servicer shall amend or cause to be amended the Revolving Credit Loan Schedule to reflect the removal of such Deleted Loan and the substitution of the -14- Eligible Substitute Loan or Loans and the Master Servicer shall deliver the amended Revolving Credit Loan Schedule to the Owner Trustee. Upon such substitution, the Eligible Substitute Loan or Loans shall be subject to the terms of this Agreement and the Servicing Agreement in all respects, the Seller shall be deemed to have made the representations and warranties with respect to the Eligible Substitute Loan contained herein set forth in Section 3.1(b) (other than clauses (viii), (xiii), (xiv) (xxiv)(B), (xxv)(B), (xxvi), and (xxvii) thereof) as of the date of substitution, and the Seller shall be obligated to repurchase or substitute for any Eligible Substitute Loan as to which a Repurchase Event has occurred as provided herein. In connection with the substitution of one or more Eligible Substitute Loans for one or more Deleted Loans, the Master Servicer will determine the amount (such amount, a "Substitution Adjustment Amount"), if any, by which the aggregate principal balance of all such Eligible Substitute Loans as of the date of substitution is less than the aggregate principal balance of all such Deleted Loans (after application of the principal portion of the Monthly Payments due in the month of substitution that are to be distributed to the Payment Account in the month of substitution). The Seller shall deposit the amount of such shortfall into the Custodial Account on the day of substitution, without any reimbursement therefor. Upon receipt by the Indenture Trustee on behalf of the Issuer and the Custodian of written notification, signed by a Servicing Officer, of the deposit of such Repurchase Price or of such substitution of an Eligible Substitute Loan (together with the complete related Mortgage File) and deposit of any applicable Substitution Adjustment Amount as provided above, the Custodian, on behalf of the Indenture Trustee, shall release to the Seller the related Mortgage File for the Revolving Credit Loan being repurchased or substituted for and the Indenture Trustee on behalf of the Issuer shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicer, in each case without recourse, as shall be necessary to vest in the Seller or its designee such Revolving Credit Loan released pursuant hereto and thereafter such Revolving Credit Loan shall not be an asset of the Issuer. It is understood and agreed that the obligation of the Seller to cure any breach, or to repurchase or substitute for, any Revolving Credit Loan as to which such a breach has occurred and is continuing, shall, except to the extent provided in Section 6.1 of this Agreement, constitute the sole remedy respecting such breach available to the Purchaser, the Issuer, the Certificateholders (or the Owner Trustee on behalf of the Certificateholders) and the Noteholders (or the Indenture Trustee on behalf of the Noteholders) against the Seller. It is understood and agreed that the representations and warranties set forth in this Section 3.1 shall survive delivery of the respective Mortgage Files to the Issuer, or the Custodian. ARTICLE IV -15- SELLER'S COVENANTS Section 4.1. Covenants of the Seller. The Seller hereby covenants that, except for the transfer hereunder, the Seller will not sell, pledge, assign or transfer to any other Person, or grant, create, incur or assume any Lien on any Revolving Credit Loan, or any interest therein, except with respect to any Excluded Amount; the Seller will notify the Issuer, as assignee of the Purchaser, of the existence of any Lien (other than as provided above) on any Revolving Credit Loan immediately upon discovery thereof; and the Seller will defend the right, title and interest of the Issuer, as assignee of the Purchaser, in, to and under the Revolving Credit Loans against all claims of third parties claiming through or under the Seller; provided, however, that nothing in this Section 4.1 shall be deemed to apply to any Liens for municipal or other local taxes and other governmental charges if such taxes or governmental charges shall not at the time be due and payable or if the Seller shall currently be contesting the validity thereof in good faith by appropriate proceedings. ARTICLE V SERVICING Section 5.1. Servicing. The Seller will service the Revolving Credit Loans pursuant to the terms and conditions of the Servicing Agreement and will service the Revolving Credit Loans directly or through one or more sub-servicers in accordance therewith. ARTICLE VI INDEMNIFICATION BY THE SELLER WITH RESPECT TO THE REVOLVING CREDIT LOANS Section 6.1. Indemnification With Respect to the Revolving Credit Loans. The Seller shall indemnify and hold harmless the Purchaser from and against any loss, liability or expense arising from the breach by the Seller of its representations and warranties in Section 3.1 of this Agreement which materially and adversely affects the Purchaser's interest in any Revolving Credit Loan or from the failure by the Seller to perform its obligations under this Agreement in any material respect, provided that the Seller shall have no obligation to indemnify the Purchaser in respect of any loss, liability or expense that arises as a result of the Purchaser's willful malfeasance, bad faith or negligence or as a result of the breach by the Purchaser of its obligations hereunder. -16- Section 6.2. Limitation on Liability of the Seller. None of the directors, officers, employees or agents of the Seller shall be under any liability to the Purchaser, it being expressly understood that all such liability is expressly waived and released as a condition of, and as consideration for, the execution of this Agreement. Except as and to the extent expressly provided in the Servicing Agreement, the Seller shall not be under any liability to the Owner Trust, the Owner Trustee, the Indenture Trustee or the Securityholders. The Seller and any director, officer, employee or agent of the Seller may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. ARTICLE VII TERMINATION Section 7.1. Termination. The respective obligations and responsibilities of the Seller and the Purchaser created hereby shall terminate, except for the Seller's indemnity obligations as provided herein, upon the termination of the Owner Trust pursuant to the terms of the Trust Agreement. ARTICLE VIII MISCELLANEOUS PROVISIONS Section 8.1. Amendment. This Agreement may be amended from time to time by the Seller and the Purchaser by written agreement signed by the Seller and the Purchaser, with the consent of the Credit Enhancer (which consent shall not be unreasonably withheld). Section 8.2. GOVERNING LAW. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS. -17- Section 8.3. Notices. All demands, notices and communications hereunder shall be in writing and shall be deemed to have been duly given if personally delivered at or mailed by registered mail, postage prepaid, addressed as follows: (i) if to the Seller: Residential Funding Corporation 8400 Normandale Lake Boulevard Suite 700 Minneapolis, Minnesota 55437 Attention: Home Equity Loan Trust 1998-HS3 or, such other address as may hereafter be furnished to the Purchaser in writing by the Seller. (ii) if to the Purchaser: Residential Funding Mortgage Securities II, Inc. 8400 Normandale Lake Boulevard Suite 700 Minneapolis, Minnesota 55437 Attention: Home Equity Loan Trust 1998-HS3 or such other address as may hereafter be furnished to the Seller in writing by the Purchaser. Section 8.4. Severability of Provisions. If any one or more of the covenants, agreements, provisions of terms of this Agreement shall be held invalid for any reason whatsoever, then such covenants, agreements, provisions or terms shall be deemed severable from the remaining covenants, agreements, provisions or terms of this Agreement and shall in no way affect the validity of enforceability of the other provisions of this Agreement. Section 8.5. Relationship of Parties. Nothing herein contained shall be deemed or construed to create a partnership or joint venture between the parties hereto, and the services of the Seller shall be rendered as an independent contractor and not as agent for the Purchaser. Section 8.6. Counterparts. This Agreement may be executed in one or more counterparts and by the different parties hereto on separate counterparts, each of which, when so executed, shall be deemed to be an original and such counterparts, together, shall constitute one and the same agreement. -18- Section 8.7. Further Agreements. The Purchaser and the Seller each agree to execute and deliver to the other such additional documents, instruments or agreements as may be necessary or appropriate to effectuate the purposes of this Agreement. Section 8.8. Intention of the Parties. It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, the Revolving Credit Loans, rather than a loan by the Purchaser to the Seller secured by the Revolving Credit Loans. Accordingly, the parties hereto each intend to treat the transaction for Federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Revolving Credit Loans. The Purchaser will have the right to review the Revolving Credit Loans and the Related Documents to determine the characteristics of the Revolving Credit Loans which will affect the Federal income tax consequences of owning the Revolving Credit Loans and the Seller will cooperate with all reasonable requests made by the Purchaser in the course of such review. Section 8.9. Successors and Assigns; Assignment of This Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Seller, Purchaser and their respective successors and assigns. The obligations of the Seller under this Agreement cannot be assigned or delegated to a third party without the consent of the Credit Enhancer and the Purchaser, which consent shall be at the Credit Enhancer's and the Purchaser's sole discretion, except that the Purchaser and the Credit Enhancer acknowledge and agree that the Seller may assign its obligations hereunder to any Affiliate of the Seller, to any Person succeeding to the business of the Seller, to any Person into which the Seller is merged and to any Person resulting from any merger, conversion or consolidation to which the Seller is a party. The parties hereto acknowledge that the Purchaser is acquiring the Revolving Credit Loans for the purpose of contributing them to the Issuer. Pursuant to the terms of the Trust Agreement, the Issuer will issue and transfer to or at the direction of the Purchaser, the Certificates and pursuant to the terms of the Indenture, the Issuer will issue and transfer to or at the direction of the Purchaser, the Notes secured by the Revolving Credit Loans. As an inducement to the Purchaser to purchase the Revolving Credit Loans, the Seller acknowledges and consents to (i) the assignment by the Purchaser to the Issuer of all of the Purchaser's rights against the Seller pursuant to this Agreement insofar as such rights relate to Revolving Credit Loans transferred to the Issuer and to the enforcement or exercise of any right or remedy against the Seller pursuant to this Agreement by the Issuer, (ii) the enforcement or exercise of any right or remedy against the Seller pursuant to this Agreement by or on behalf of the Issuer and (iii) the Issuer's pledge of its interest in this Agreement to the Indenture Trustee and the enforcement by the Indenture Trustee of any such right or remedy against the Seller following an Event of Default under the Indenture. Such enforcement of a right or remedy by the Issuer or the Indenture Trustee, as applicable, shall have the same force and effect as if the right or remedy had been enforced or exercised by the Purchaser directly. -19- Section 8.10. Survival. The representations and warranties made herein by the Seller and the provisions of Article VI hereof shall survive the purchase of the Revolving Credit Loans hereunder. -20- IN WITNESS WHEREOF, the Seller and the Purchaser have caused their names to be signed to this Revolving Credit Loan Purchase Agreement by their respective officers thereunto duly authorized as of the day and year first above written. RESIDENTIAL FUNDING MORTGAGE SECURITIES II, INC. as Purchaser By: Name: Diane S. Wold Title: Vice President RESIDENTIAL FUNDING CORPORATION as Seller By: Name: Timothy A. Kruse Title: Director Exhibit 1 REVOLVING CREDIT LOAN SCHEDULE
Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2509425 Boquin CA 181 14 $15,000.00 8/17/96 $79,219.00 0642173 5766 Yarborough Drive 02 156 1 $115,000.00 42 Riverside 92505 6 82 $14,410.17 2 646 11.75 9/15/11 2593327 Hoffman MD 181 14 $18,350.00 9/3/97 2.25 $146,800.00 8209025 102 Fox Horn Way 02 169 1 $183,500.00 24 36 Glen Burnie 21061 7 10.375 90 $18,263.98 10/1/12 2 694 2598569 Dabbs MD 181 16 $17,000.00 10/22/97 $58,500.00 8209041 3908 Grantley Road 02 170 1 $75,000.00 46 Baltimore 21215 6 12.75 101 $16,667.56 11/1/12 2 683 2604673 Friesen OR 121 14 $15,000.00 11/7/97 $102,300.00 8201212 737 Azalia Avenue 02 111 1 $127,900.00 43 Dallas 97338 5 10.75 92 $14,320.45 12/1/07 2 747 2605515 Fanelli CA 181 14 $100,000.00 11/3/97 $649,975.00 8238990 2746 Ormsby Way 02 171 1 $844,545.00 41 Vista 92084 6 10.725 89 $97,895.10 12/1/12 2 670 2607760 Alexander GA 181 14 $46,500.00 9/30/97 $248,000.00 8215592 1020 Edgewood Avenue 01 169 1 $310,000.00 22 Atlanta 30307 7 95 $46,295.51 10/1/12 2 676 11.25 2613712 Childers AL 181 14 $37,500.00 1/23/98 $140,850.00 02 8481939 103 Anita Drive 173 1 $187,800.00 44 Madison 35757 6 10.875 95 $36,899.74 2/1/13 2 704 2613875 McLean CA 181 14 $20,250.00 11/4/97 $108,000.00 8235327 3619 Village Road 01 171 1 $136,000.00 40 Concord 94519 7 11.5 95 $20,189.51 12/1/12 2 741 2617206 Singer NY 181 14 $17,000.00 1/23/98 $306,000.00 8288128 17 Woodfield Road 01 173 1 $350,000.00 50 Katonah 10536 7 12.87 93 $16,971.05 2/1/13 2 642 2619684 Harman KS 121 14 $20,000.00 3/16/98 $98,500.00 8522021 1116 Sturbridge Circle 01 115 1 $130,000.00 30 Lawrence 66049 5 10.22 92 $19,509.68 4/1/08 2 715 2621267 Warren, Sr. CA 181 09 $100,000.00 2/3/98 $489,967.00 8423386 20 Mackenzie Lane 02 174 1 $614,000.00 41 Coto De Caza 92679 6 11.5 97 $98,710.29 3/1/13 2 692 2621539 Coleman CA 181 14 $40,000.00 2/26/98 $240,000.00 135 North Ramona Drive 01 174 1 $300,000.00 31 8473779 Fullerton 92833 6 12.625 94 $39,614.80 3/1/13 2 714 2624346 Albanese GA 181 09 $30,000.00 3/24/98 $141,169.00 8443566 610 Dahlia Way 02 175 1 $192,000.00 29 90 Acworth 30102 6 10.625 $29,586.64 4/1/13 2 686 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2625788 Faryniarz CT 191 14 $118,750.00 2/12/97 $500,000.00 8484164 16 Crescent Road 01 172 1 $687,500.00 31 Riverside 06878 7 90 $118,243.99 2 706 9.25 1/1/13 2625955 Wellsfry OR 181 14 $24,000.00 2/13/98 $120,000.00 8518508 6520 SouthWest Peach Lane 01 174 1 $160,000.00 45 Beaverton 97008 6 9.25 90 $23,620.69 3/1/13 2 662 2628400 Sherman NY 181 14 $95,000.00 7/1/98 $1,425,000.0 8520827 35 Davids Court 01 179 1 $1,900,000.00 21 Sagaponack 11962 7 11.5 80 $95,000.00 8/1/13 2 649 2628536 Peterson MN 181 14 $13,200.00 3/25/98 $83,000.00 8364705 604 20th Street North 01 175 1 $95,500.00 41 Moorhead 56560 6 13.25 101 $13,080.18 4/1/13 2 672 2628975 Fromm VA 181 14 $30,000.00 3/27/98 $198,000.00 8421349 8310 Mary Jane Drive 02 175 1 $275,000.00 46 Manassa 20112 6 11.75 83 $29,686.48 4/1/13 2 695 2629064 Kowall CA 181 14 $56,250.00 4/7/98 $300,000.00 8483042 9555 Sausalito Road 01 176 1 $375,000.00 16 Atascadero 93422 6 95 $55,567.78 5/1/13 2 683 10.125 2629080 Guild CA 181 14 $31,500.00 3/19/98 $227,150.00 01 8369340 7026 Via Ramada 175 1 $315,000.00 22 San Jose 95139 6 9.95 83 $31,109.88 4/1/13 2 717 2629308 Williams OR 180 14 $22,850.00 8/3/98 $86,229.00 8522484 2408 East M Avenue 02 179 1 $125,000.00 34 Lagrande 97850 6 10 88 $22,794.87 8/7/13 2 729 2629608 Pizon CA 181 04 $27,400.00 4/13/98 $146,400.00 8492928 745 Shelter Creek Lane 01 176 1 $183,000.00 39 San Bruno 94066 7 10.45 95 $27,116.03 5/1/13 2 758 2629798 Bratset CA 181 14 $39,000.00 3/25/98 $208,000.00 8474223 56 Sota Place 01 175 1 $260,000.00 32 San Ramon 94583 7 10.95 95 $38,928.45 4/1/13 2 712 2630145 Jeffery CA 181 14 $54,500.00 3/12/98 $436,000.00 8452641 16 Blue Oak Court 01 175 1 $545,000.00 14 Novato 94949 6 9.75 90 $53,816.25 4/1/13 2 725 2630166 Leguidleguid CA 181 14 $42,750.00 3/20/98 $228,000.00 4548 Oakdale Street 02 175 1 $285,000.00 43 8410730 Union City 94587 7 11.75 95 $42,413.64 4/1/13 2 684 2630277 Cartier CA 181 14 $25,000.00 2/23/98 $227,150.00 8401911 1455 Woodacre Trail 01 174 1 $330,000.00 39 77 Santa Rosa 95401 7 9.75 $24,669.63 3/1/13 2 742 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2630506 Powell UT 181 04 $24,500.00 4/1/98 $135,200.00 8463051 3104 East High Danish Road 02 176 1 $169,000.00 38 Sandy 84093 6 95 $24,298.07 2 676 11.85 5/1/13 2632367 Rucker CA 181 14 $48,450.00 4/7/98 $258,400.00 8500548 321 Calle Felicidad 01 176 1 $323,000.00 38 San Clememte 92672 7 9.75 95 $48,358.44 5/1/13 2 689 2632431 Greene WA 181 14 $38,000.00 4/9/98 $74,502.00 8400400 6491 South Central Avenue 02 176 1 $129,500.00 39 Clinton 98236 7 10.5 87 $37,938.73 5/1/13 2 678 2632435 Losea CA 181 09 $47,600.00 4/9/98 $195,400.00 8526287 5900 Whalers Cove Court 01 176 1 $270,000.00 39 Elk Grove 95758 7 11.25 90 $47,534.77 5/1/13 2 681 2632437 Tamayo CA 181 14 $42,200.00 4/7/98 $245,800.00 8491763 396 Circulo Real 01 176 1 $320,000.00 33 Santa Rosa 95403 7 10.625 90 $42,113.51 5/1/13 2 706 2632943 Forbes CA 181 14 $13,200.00 4/8/98 $105,600.00 8388134 14960 Blackburn Road 01 176 1 $132,000.00 33 Riverside 92503 7 90 $13,091.08 5/1/13 2 714 14.4 2633292 Knox CO 181 RFC01 $14,600.00 4/22/98 $116,800.00 01 8467334 602 Barberry Drive 176 1 $146,000.00 38 Longmont 80503 7 9.65 90 $14,571.82 5/1/13 2 764 2633607 Deaton OR 120 14 $20,000.00 4/14/98 $116,250.00 8382392 4410 Pearl Street 02 115 1 $150,000.00 41 Eugene 97405 5 12.525 91 $19,657.21 4/21/08 2 667 2633815 Broyles CA 181 14 $36,000.00 4/20/98 $135,000.00 8388142 512 Muriel Lane 02 176 1 $190,000.00 40 Escondido 92025 7 10.875 90 $35,946.48 5/1/13 2 657 2633836 McBrayer MN 181 14 $23,000.00 4/16/98 $227,150.00 8482572 13760 Greenwood Trail 01 176 1 $325,000.00 46 Stillwater 55082 7 9.2 77 $22,763.70 5/1/13 2 744 2634079 Clark WA 181 14 $25,000.00 4/16/98 $153,683.00 8475824 6818 72nd St. NE 02 176 1 $179,000.00 28 Marysville 98270 7 8.9 100 $24,944.06 5/1/13 2 772 2634438 Herrmann GA 181 14 $13,500.00 4/16/98 $152,100.00 3937 Brintons Mill 02 176 1 $169,000.00 39 8482333 Marietta 30062 7 12.25 98 $13,485.16 5/1/13 2 687 2634695 Hernandez CA 181 14 $14,400.00 5/11/98 $89,448.00 8483505 1460 West Poplar Street 02 177 1 $110,000.00 39 95 Stockton 95203 6 11.95 $13,667.00 6/1/13 2 705 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2634754 Arnold AZ 181 14 $23,892.00 3/31/98 $98,658.00 0 4955 North Desert View 02 175 1 $129,000.00 32 Apache Junction 85220 6 95 $23,647.82 2 667 11.99 4/6/13 2634999 Stone OR 181 14 $18,900.00 4/21/98 $151,600.00 8473944 1595 Southwest 2nd Court 01 176 1 $189,500.00 36 Gresham 97080 6 9.7 90 $18,504.96 5/1/13 2 728 2635049 Bynum CA 181 14 $28,650.00 4/16/98 $225,000.00 8530206 4351 Faculty Avenue 01 176 1 $300,000.00 35 Long Beach 90808 6 10.125 85 $28,373.18 5/1/13 2 771 2635066 Lyons CA 181 14 $21,000.00 6/24/98 $172,000.00 8499220 1112 Peach Street 01 178 1 $215,000.00 45 Alameda 94501 6 10.425 90 $20,902.13 7/1/13 2 715 2635296 HERZOG CA 181 09 $10,000.00 4/23/98 $218,000.00 8372179 3581 Myrtle Street 01 176 1 $275,000.00 30 Irvine 92606 7 10.45 83 $9,983.72 5/1/13 2 756 2635300 Belmontez CA 181 14 $41,250.00 4/15/98 $206,250.00 8430183 654 Del Mar Avenue 01 176 1 $275,000.00 41 Chula Vista 91910 6 90 $40,851.43 5/1/13 2 724 10.125 2635529 Libby CA 122 14 $15,000.00 4/17/98 $158,617.00 02 8372013 22741 Cascade Drive 117 1 $184,000.00 41 Canyon Lake 92587 5 13.25 95 $14,816.32 6/1/08 2 652 2635745 ROWAN CO 121 RFC01 $41,700.00 5/5/98 $138,760.88 8461717 55 Wright Court 02 117 1 $190,000.00 44 Jefferson 80228 5 10.75 95 $41,109.81 6/1/08 2 711 2636124 Taylor VA 181 14 $20,550.00 4/27/98 $147,000.00 8386575 9 Woodlawn Terrace 01 176 1 $187,000.00 37 Fredericksburg 22405 7 10.7 90 $20,388.51 5/1/13 2 649 2636148 Teske CA 181 14 $38,700.00 4/22/98 $206,400.00 8498081 17877 Bay Street 01 176 1 $258,000.00 27 Fountain Valley 92708 6 10.375 95 $37,418.38 5/1/13 2 755 2636496 Braynin CA 181 14 $60,000.00 4/17/98 $517,800.00 8388662 5875 Scenic Meadow Lane 01 176 1 $647,500.00 48 San Jose 95135 7 10 90 $59,892.47 5/1/13 2 717 2636524 Harper CA 182 14 $50,000.00 4/28/98 $320,000.00 8870 St. Helena Road 01 177 1 $475,000.00 47 8373227 Santa Rosa 95404 7 11.47 78 $49,951.29 6/1/13 2 680 2636641 Hook CA 181 14 $34,700.00 3/11/98 $277,600.00 8464307 6 Banbridge Place 01 175 1 $347,000.00 29 90 Pleasant Hill 94523 6 9.75 $34,264.67 4/1/13 2 782 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2636845 Gardner CA 181 14 $15,600.00 3/10/98 $125,200.00 8469884 75 Minot Avenue 01 175 1 $156,500.00 36 Chula Vista 91910 6 90 $15,412.09 2 705 10.2 4/1/13 2636954 Merritt CA 181 14 $22,350.00 4/16/98 $119,200.00 8373938 1220 Sutter Lane 01 176 1 $149,000.00 20 San Marcos 92069 6 10.65 95 $21,235.68 5/1/13 2 698 2637205 Mytinger OR 181 14 $68,500.00 5/12/98 $205,500.00 8459133 1695 Ross Lane 02 177 1 $274,000.00 46 Medford 97501 7 11.25 100 $68,429.98 6/1/13 2 685 2637314 Coughlin WA 181 14 $32,600.00 4/24/98 $130,400.00 8452187 26801 NorthEast Anderson 02 176 1 $163,000.00 33 Duvall 98019 7 11.775 100 $31,899.56 5/1/13 2 766 2637662 Chiostri MD 181 14 $45,300.00 4/30/98 $241,650.00 8498347 6361 Soft Thunder Trail 01 176 1 $307,000.00 44 Columbia 21045 7 9.5 94 $45,209.79 5/1/13 2 731 2637686 Mahoney Jr VA 181 09 $49,500.00 5/28/98 $263,565.94 8501215 47108 Kentwell Place 01 177 1 $330,400.00 36 Sterling 20165 6 95 $49,254.62 6/1/13 2 775 9.75 2638030 Yamane CA 181 14 $35,000.00 5/1/98 $204,000.00 02 8395949 17332 Wild Rose Lane 177 1 $241,000.00 32 Huntington Beach 92649 6 11.82 100 $34,373.10 6/1/13 2 703 2638121 Fregosi CA 181 14 $23,000.00 4/1/98 $227,150.00 8367351 831 Washington Avenue 02 176 1 $310,000.00 33 Sunnyvale 94086 6 11.2 81 $22,798.63 5/1/13 2 653 2638656 Moore GA 181 14 $45,000.00 4/27/98 $111,000.00 8467581 4989 Willow Creek Drive 02 176 1 $160,000.00 25 Woodstock 30188 6 10.95 98 $44,596.79 5/1/13 2 680 2638712 Maier OR 180 14 $26,100.00 12/5/97 $130,500.00 8482275 6214 NorthEast Alameda 01 171 1 $174,000.00 38 Portland 97213 6 10.75 90 $25,551.84 12/12/12 2 684 2638788 Supnet HI 181 14 $42,900.00 5/5/98 $147,000.00 8413536 927 Uakanikoo Street 02 177 1 $211,000.00 43 Wahiawa 96786 7 9.7 90 $42,838.80 6/1/13 2 745 2639429 Hardouin MD 181 09 $23,050.00 3/6/98 $184,600.00 2235 Community Drive 01 175 1 $230,780.00 43 8478901 Waldorf 20602 7 9.9 90 $22,997.04 4/1/13 2 737 2639606 Duvall MD 181 14 $53,250.00 3/26/98 $124,250.00 8477127 1120 Wanda Lane 01 175 1 $177,500.00 40 100 Mechanicsville 20659 7 10.87 $53,150.55 4/1/13 2 687 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2640158 Benard MD 181 14 $32,250.00 3/31/98 $258,350.00 8467565 6070 Avalon Drive 01 175 1 $322,942.50 19 Elkridge 21075 7 90 $32,167.15 2 721 9.37 4/1/13 2640188 Danna OR 181 14 $40,700.00 4/15/98 $222,999.00 8433708 14609 SouthEast Megan Way 02 176 1 $293,000.00 49 Clackamas 97015 6 10.05 90 $40,304.07 5/1/13 2 713 2640234 Pember CT 61 14 $35,000.00 4/27/98 $162,000.00 8369241 115 Wepawaug DR 02 56 1 $215,000.00 39 Milford 06460 4 12.975 92 $33,302.83 5/1/03 2 644 2640264 Griffin CA 181 14 $37,000.00 12/18/97 $109,000.00 8376139 13812 Barney Circle 01 172 1 $163,000.00 43 Garden Grove 92843 6 11.375 90 $36,350.25 1/1/13 2 678 2640283 Sanchez CA 181 14 $27,400.00 5/6/98 $219,900.00 8395154 8435 Jennet Street 01 177 1 $274,900.00 45 Rancho Cucamonga 91701 7 10.325 90 $27,365.79 6/1/13 2 697 2640556 Nguyen CA 181 14 $43,000.00 5/5/98 $344,000.00 8535007 2326 Shade Tree Lane 01 177 1 $430,000.00 44 San Jose 95131 7 90 $42,952.28 6/1/13 2 653 10.875 2640557 Leal CA 181 14 $50,000.00 4/14/98 $250,000.00 01 8480808 10709 Culbertson Drive 176 1 $340,000.00 45 Cupertino 95014 6 10 89 $49,511.38 5/1/13 2 665 2640566 Brennan CA 181 14 $38,600.00 4/17/98 $309,500.00 8436842 2230 Central Park Drive 01 176 1 $386,923.00 37 Sanjose 95124 6 9.75 90 $38,011.70 5/1/13 2 742 2640607 Neuvirth CA 181 14 $30,850.00 5/5/98 $246,800.00 8519035 2190 North Altadena Drive 01 177 1 $308,500.00 37 Pasadena 91107 6 11.1 90 $30,646.47 6/1/13 2 662 2641248 Walker CA 181 RFC01 $17,950.00 3/20/98 $143,600.00 8439499 4378 Golf Drive 01 175 1 $179,500.00 35 Livermore 94550 6 9.375 90 $17,717.11 4/1/13 2 776 2641364 Goldhirsch AZ 181 09 $27,500.00 5/12/98 $146,250.00 8527210 297 South Cobblestone 01 177 1 $195,000.00 23 Gilbert 85296 6 9.125 90 $27,194.28 6/1/13 2 792 2641556 Sahley CA 181 14 $29,100.00 4/30/98 $232,800.00 3745 East Ashwood Avenue 01 176 1 $291,000.00 30 8374258 Los Angeles 90241 7 10.875 90 $29,056.77 5/1/13 2 735 2641570 Neilsen CA 181 14 $27,000.00 4/26/98 $227,150.00 8489676 1725 Van Buren Street 01 176 1 $320,000.00 46 80 San Mateo 94403 7 9.625 $26,734.42 5/1/13 2 707 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2641573 Tittle CA 181 14 $10,000.00 4/10/98 $169,900.00 8388670 832 Rose Avenue 01 176 1 $204,000.00 46 Los Angeles 90291 6 89 $7,963.75 2 710 9.875 5/1/13 2641613 Montana CA 181 09 $40,500.00 4/23/98 $202,500.00 8444499 200 Ellsworth Street 01 176 1 $270,000.00 42 San Francisco 94110 6 11.875 90 $40,081.61 5/1/13 2 662 2641695 Kato HI 181 09 $111,800.00 5/16/98 $102,592.00 8462772 94-1059 Kaaholo Street 02 177 1 $268,000.00 44 Waipahu 96797 6 9.15 80 $110,862.73 6/1/13 2 737 2641704 Ek CA 181 14 $66,150.00 4/23/98 $352,800.00 8374514 924 South Dodson Avenue 01 176 1 $441,000.00 25 Los Angeles 90732 7 10.25 95 $66,037.61 5/1/13 2 706 2641927 Karwoski PA 181 14 $31,650.00 3/26/98 $190,800.00 8463937 1492 Link DR 02 175 1 $238,500.00 39 Bethel Township 19061 6 10.95 94 $31,366.41 4/1/13 2 696 2642089 Rotolo CA 181 14 $15,200.00 7/7/98 $267,200.00 8526238 5731 Lathrop Drive 01 179 1 $334,000.00 38 San Jose 95123 6 85 $15,156.44 8/1/13 2 701 9.25 2642221 BROWN CA 181 14 $35,000.00 7/24/98 $200,000.00 02 8521841 6020 East Wardlow Road 179 1 $260,000.00 44 Long Beach 90808 6 11.875 91 $34,929.10 8/1/13 2 692 2642292 Jensen CA 181 14 $47,500.00 4/2/98 $173,000.00 8453599 803 Chert Place 01 176 1 $245,000.00 44 Clayton 94517 6 9.875 90 $47,030.51 5/1/13 2 743 2642477 Nubbe AL 181 14 $17,800.00 4/30/98 $94,954.81 8477192 706 Desoto Road 01 176 1 $118,900.00 41 Huntsville 35801 6 8.5 95 $17,600.56 5/1/13 2 732 2642480 Bodenheimer CA 181 14 $38,500.00 5/13/98 $227,000.00 8486219 1783 Wyrick Avenue 01 177 1 $295,000.00 33 San Jose 95124 7 10.4 90 $38,468.60 6/1/13 2 765 2642774 Barron CA 181 09 $31,400.00 5/20/98 $251,950.00 8459737 1368 Coppa Court 01 177 1 $314,972.00 35 San Leandro 94578 7 10.7 90 $31,376.00 6/1/13 2 706 2642822 Littlefield CA 181 14 $19,000.00 4/28/98 $116,250.00 390 Golden Gate Drive 01 176 1 $156,500.00 33 8425654 Carlotta 95528 6 11.25 87 $18,834.40 5/1/13 2 663 2642824 Cabebe CA 181 14 $10,000.00 4/27/98 $357,200.00 8542003 2160 Commdore Drive 01 176 1 $446,500.00 33 83 San Jose 95133 6 9.75 $9,900.03 5/1/13 2 747 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2643170 Reddell CA 181 14 $36,000.00 5/15/98 $142,988.00 8534075 2025 Olive Avenue 01 177 1 $179,000.00 41 San Jose 95128 7 100 $35,763.22 2 713 11.5 6/1/13 2643175 Strangis CA 181 14 $55,100.00 5/5/98 $294,000.00 8458077 6381 Blackberry Court 01 177 1 $367,502.00 41 Gilroy 95020 7 9 95 $55,009.02 6/1/13 2 675 2643275 Lapinel VA 181 09 $60,750.00 4/24/98 $324,000.00 8475873 114 Sea Breeze Lane 01 176 1 $405,000.00 43 Suffolk 23435 7 10.47 95 $60,651.49 5/1/13 2 742 2643340 Cridebring CA 181 14 $19,500.00 5/19/98 $156,000.00 8477036 130 Cynthia Drive 01 177 1 $195,000.00 45 Pleasant Hill 94523 6 9.625 90 $19,352.75 6/1/13 2 754 2643342 Dunn, Jr MA 181 14 $45,000.00 5/27/98 $112,034.00 8528150 35 Louis Road 02 177 1 $176,000.00 30 Attleboro 02703 6 9.625 90 $44,660.21 6/1/13 2 762 2643385 Greco VA 181 14 $81,750.00 5/29/98 $436,000.00 8421547 1524 Nightshade Court 01 177 1 $545,000.00 33 Vienna 22182 7 95 $81,664.10 6/1/13 2 700 11.125 2643425 Stalcup CA 181 09 $52,800.00 5/4/98 $227,150.00 01 8383242 207 Maui CT 177 1 $356,000.00 51 San Ramon 94583 7 10.325 79 $5,108.00 6/1/13 2 779 2643446 Gadoury FL 181 09 $34,500.00 5/8/98 $235,000.00 8389512 17596 Deer Isle CIR 02 177 1 $317,500.00 40 Winter Garden 34787 6 9.875 85 $34,245.33 6/1/13 2 654 2643502 Gupta CA 181 14 $23,600.00 6/2/98 $198,750.00 8487704 671 Stanford Avenue 01 178 1 $265,000.00 45 Redwood City 94063 7 11.375 84 $23,382.51 7/1/13 2 656 2644072 Altolaguirre GA 181 14 $25,000.00 5/20/98 $215,000.00 8471005 4341 Lake Forrest Court 02 177 1 $300,000.00 20 Atlanta 30342 7 9.5 80 $24,782.53 6/1/13 2 734 2644468 Snell VA 181 14 $61,700.00 5/29/98 $329,200.00 8470510 1653 Spring House Trail 01 177 1 $411,500.00 38 Virginia Beach 23455 7 11 95 $61,633.38 6/1/13 2 706 2644471 Clark NJ 181 14 $27,300.00 5/22/98 $219,100.00 105 North Spruce Street 01 177 1 $273,900.00 36 8463416 Ramsey 07446 6 9.5 90 $27,020.92 6/1/13 2 791 2644620 Woessner CA 181 14 $31,000.00 5/8/98 $124,000.00 8464158 2828 Canterbury CIR 01 177 1 $155,000.00 35 100 El Dorado Hills 95762 6 12.375 $30,818.53 6/1/13 2 680 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2644636 Brakenhoff NM 181 14 $29,800.00 5/8/98 $109,689.00 8389157 8120 Westover Pl Nw 02 177 1 $155,000.00 39 Albuquerque 87120 6 90 $29,587.39 2 708 10.25 6/1/13 2644681 Wilson CA 181 14 $45,750.00 5/26/98 $106,750.00 8526337 868 South Lucerne 01 177 1 $152,500.00 36 Los Angeles 90005 6 10.75 100 $45,438.26 6/1/13 2 750 2644687 Cherry VA 181 09 $40,000.00 5/21/98 $200,400.00 8525214 6225 Point Court 01 177 1 $271,000.00 40 Centreville 22020 7 9 89 $39,956.14 6/1/13 2 770 2644850 Crain NH 181 04 $21,500.00 5/22/98 $172,000.00 8496341 116 Hawthorne Village Road 01 177 1 $215,000.00 22 Nashua 03062 6 8.9 90 $21,442.67 6/1/13 2 754 2644947 Sisson VA 181 09 $27,000.00 4/24/98 $216,000.00 8389371 11608 Springhouse Place 02 176 1 $270,000.00 37 Reston 22094 7 8.75 90 $26,937.18 5/1/13 2 664 2644982 Terchek MD 181 14 $27,900.00 5/13/98 $237,150.00 8464315 9001 Montgomery Avenue 01 177 1 $279,000.00 34 Chevy Chase 20815 7 95 $27,681.75 6/1/13 2 777 9.85 2645008 Hamilton CA 181 14 $37,200.00 5/21/98 $198,800.00 01 8453292 2229 East Chesterton 177 1 $248,500.00 44 Simi Valley 93065 7 10.95 95 $37,159.40 6/1/13 2 690 2645039 Abbott CT 181 14 $29,000.00 7/20/98 $493,000.00 8518458 39 Dabney Road 01 179 1 $580,000.00 43 New Canaan 06840 7 11.02 90 $28,989.71 8/1/13 2 744 2645040 Zimmerman GA 181 09 $58,750.00 5/22/98 $176,250.00 8491912 2160 Fairfax Drive 02 177 1 $235,000.00 30 Alpharetta 30201 7 11.45 100 $58,692.49 6/1/13 2 693 2645052 Swan CA 121 09 $72,000.00 5/21/98 $384,800.00 8455172 5959 Woodland View Drive 01 117 1 $481,000.00 44 Woodland Hills 91367 5 10.325 95 $70,955.90 6/1/08 2 689 2645193 McGough PA 180 14 $23,340.00 5/22/98 $186,500.00 8463945 545 McCarthy Drive 01 176 1 $233,400.00 37 Doylestown 18925 6 10.6 90 $23,178.74 5/22/13 2 717 2645273 Hizeman CA 181 14 $26,900.00 5/13/98 $215,900.00 9871 Silver Strand Drive 01 177 1 $269,900.00 29 8410367 Huntington Beach 92646 6 10.25 90 $26,607.23 6/1/13 2 685 2645560 Lee NV 181 09 $26,950.00 6/10/98 $227,150.00 8473993 76 Teton Pines Drive 01 178 1 $328,397.00 35 78 Henderson 89014 6 10 $26,819.40 7/1/13 2 741 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2646316 Finkle VA 181 RFC01 $27,000.00 4/29/98 $144,000.00 8448458 12517 North Lake Court 01 176 1 $180,000.00 28 Fairfax 22033 7 95 $26,947.62 2 733 9.625 5/1/13 2646417 Batholdy CA 181 09 $10,000.00 4/10/98 $122,800.00 8402992 103 Furber Lane 01 176 1 $156,000.00 32 Cloverdale 95425 6 9.85 86 $9,900.96 5/1/13 2 728 2646500 Nicol CA 181 14 $23,700.00 4/27/98 $190,000.00 8394355 1128 Hyland Drive 01 176 1 $239,000.00 40 Santa Rosa 95404 6 9.85 90 $23,457.98 5/1/13 2 769 2646501 Shultis MD 181 14 $18,100.00 3/20/98 $136,000.00 8395410 2912 Blueridge Avenue 02 175 1 $170,000.00 23 Wheaton 20902 7 10.45 91 $18,062.22 4/1/13 2 768 2646708 Casella CA 181 14 $70,000.00 4/28/98 $227,000.00 8477796 437 East Bay Street 02 176 1 $370,000.00 35 Costa Mesa 92627 7 11.625 81 $69,911.68 5/1/13 2 693 2646796 Ball CA 180 09 $65,000.00 4/3/98 $257,000.00 8431017 540 South Londerry Lane 02 175 1 $334,000.00 36 Anaheim 92807 7 97 $64,916.02 4/8/13 2 684 12.55 2646814 Keenan CA 181 14 $240,000.00 2/23/98 $372,000.00 01 8417354 15946 Linda Avenue 174 1 $775,000.00 42 Los Gatos 95032 7 10.5 79 $237,997.78 3/1/13 2 682 2646861 Benson CA 181 14 $50,000.00 5/11/98 $200,000.00 8460362 15672 Elko CT 01 177 1 $252,500.00 45 San Leandro 94579 7 11.5 100 $49,951.59 6/1/13 2 689 2646943 Zamora CA 181 14 $50,000.00 5/29/98 $169,338.00 8455180 5518 West 138th Street 02 177 1 $235,000.00 43 Hawthorne 90250 6 12.5 94 $49,710.71 6/1/13 2 644 2647369 Hurt CA 181 14 $50,000.00 6/22/98 $158,017.00 8480550 5153 Sam Simeon Drive 02 178 1 $310,000.00 50 Santa Barbara 93111 7 11.77 68 $49,810.94 7/1/13 2 650 2647377 Macapinlac CA 181 14 $10,000.00 4/27/98 $260,000.00 8521098 35150 Arbordale Court 01 176 1 $325,000.00 21 Fremont 94536 7 10.25 84 $9,983.01 5/1/13 2 720 2647390 Saar MI 180 14 $35,000.00 6/5/98 $74,991.00 1600 East Camden Road 02 177 1 $125,000.00 40 8479917 Camden 49232 6 9.97 88 $34,743.31 6/10/13 2 676 2647435 Summers CA 181 14 $50,000.00 5/29/98 $150,000.00 8457665 36188 Douglas Road 02 177 1 $330,000.00 50 61 Coarsegold 93614 7 11 $49,946.02 6/1/13 2 689 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2647436 Roisum WA 181 14 $23,100.00 6/8/98 $151,375.00 8474173 8212 48th Street Court 02 178 1 $194,000.00 44 University Place 98467 7 90 $23,078.12 2 726 9.7 7/1/13 2647470 Prabhavalkar CA 181 14 $30,500.00 4/14/98 $244,000.00 8436719 35754 Gissing Place 01 176 1 $305,000.00 38 Fremont 94536 6 10 90 $30,201.92 5/1/13 2 732 2647562 Smith CA 181 14 $25,000.00 6/3/98 $227,150.00 8500787 138 East Rincon Avenue 01 178 1 $287,500.00 43 Campbell 95008 7 9.825 88 $24,976.94 7/1/13 2 758 2647598 Kaplan CA 182 16 $21,150.00 5/28/98 $112,800.00 8492241 1200 Capitola Road 01 178 1 $141,000.00 35 Santa Cruz 95062 7 12.35 95 $21,138.74 7/1/13 2 665 2647616 Wolf CA 181 09 $39,450.00 5/20/98 $211,050.00 8480865 313 North Adella Lane 01 177 1 $263,865.00 40 Placentia 92870 6 9.25 95 $39,141.86 6/1/13 2 750 2647620 McMillan AZ 181 09 $120,000.00 5/28/98 $650,000.00 8535031 8700 North 64th Place 01 177 1 $980,000.00 39 Paradise Valley 85253 7 79 $114,020.91 6/1/13 2 697 9.875 2647725 Headlund CA 181 14 $78,000.00 3/10/98 $182,000.00 01 8464190 17792 Christie Drive 175 1 $260,000.00 45 Yorba Linda 92886 6 11.8 100 $77,188.61 4/1/13 2 719 2647726 Ceballos CA 181 14 $15,000.00 5/11/98 $80,000.00 8453631 327 W Holly ST 02 177 1 $105,000.00 41 Rialto 92376 6 10.25 91 $14,873.30 6/1/13 2 670 2647794 Herms NJ 181 14 $49,350.00 7/16/98 $263,000.00 8491615 221 Woodcliff Boulevard 01 179 1 $328,794.79 33 Morganville 07751 7 11.125 95 $49,332.88 8/1/13 2 732 2648014 Sarina CA 181 14 $62,200.00 5/6/98 $331,550.00 8402760 505 West Avenida De Los 01 177 1 $440,000.00 35 San Clemente 92672 7 11.3 90 $62,137.09 6/1/13 2 716 2648050 Peters CA 181 14 $14,000.00 4/21/98 $71,500.00 8405839 3866 Kappa Court 01 176 1 $90,000.00 47 Cottonwood 96022 6 10.85 95 $13,873.39 5/1/13 2 755 2648072 Monreal CA 181 14 $30,000.00 4/10/98 $217,000.00 3326 Whitman Way 01 176 1 $290,000.00 48 8405797 San Jose 95132 6 11.85 86 $29,752.73 5/1/13 2 673 2648083 Graham CA 181 09 $45,700.00 4/13/98 $244,000.00 8405805 139 Windsor Drive 01 176 1 $305,000.00 38 95 Petaluma 94952 6 10.35 $45,267.37 5/1/13 2 726 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2648087 Neill CA 181 15 $52,000.00 4/24/98 $416,000.00 8402885 1985 & 1987 Palmerston 01 176 1 $520,000.00 35 Los Angeles 90027 6 90 $51,640.72 2 715 10.6 5/1/13 2648119 Competiello NY 181 14 $90,700.00 5/22/98 $366,293.00 8488462 601 Ocean Terrace 02 177 1 $510,000.00 32 Staten Island 10301 6 11.75 90 $90,058.06 6/1/13 2 672 2648178 Clark WA 181 09 $22,300.00 5/8/98 $178,400.00 8461493 849 15th Court 02 177 1 $223,000.00 34 Mukilteo 98275 7 9.6 90 $22,267.52 6/1/13 2 762 2648185 Bias CA 181 14 $40,700.00 5/15/98 $162,800.00 8496911 2136 East Baseline Road 01 177 1 $203,500.00 28 Glendora 91740 6 9.75 100 $40,396.10 6/1/13 2 725 2648268 Fox MI 180 14 $15,000.00 6/5/98 $111,509.00 8482325 141 Cedar Street 02 177 1 $151,000.00 24 Ortonville 48462 6 11.82 84 $14,863.84 6/10/13 2 624 2648341 Sweet CO 181 09 $48,900.00 6/30/98 $260,700.00 8476780 4080 New Haven Court 01 178 1 $326,000.00 38 Boulder 80304 7 95 $48,854.18 7/1/13 2 727 9.75 2648349 Nordstrom NJ 180 14 $23,000.00 5/18/98 $105,958.00 02 8525867 632 Laurita Street 176 1 $150,000.00 49 Westfield 07036 7 13.125 86 $22,989.70 5/22/13 2 638 2648352 Waples PA 180 14 $15,000.00 6/24/98 $0.00 8494700 5109 Cedar Avenue 02 177 1 $35,000.00 14 Philadelphia 19143 6 8.82 43 $14,919.33 6/29/13 1 669 2648419 Davies DE 181 14 $31,200.00 5/27/98 $124,800.00 8408205 1908 Floral DR 01 177 1 $156,000.00 45 Wilmington 19810 6 11.75 100 $30,841.79 6/1/13 2 741 2648438 Carter CA 181 14 $12,000.00 6/2/98 $130,370.00 8470601 1210 Pembroke Way 02 178 1 $150,000.00 45 Dixon 95620 6 11 95 $11,946.98 7/1/13 2 723 2648537 Lueckert CA 181 14 $42,500.00 6/2/98 $127,500.00 8488009 8058 Glen Creek Way 02 178 1 $170,000.00 27 Citrus Heights 95610 7 10.875 100 $42,468.72 7/1/13 2 711 2648539 Treichler CA 181 09 $23,400.00 5/29/98 $187,200.00 25619 Wordsworth Lane 01 177 1 $234,000.00 36 8477390 Stevenson Ranch 91381 6 10.125 90 $23,173.87 6/1/13 2 723 2648628 Hayashibara CA 182 14 $23,000.00 4/30/98 $227,150.00 8409419 3761 Rosewood Avenue 01 177 1 $332,000.00 23 76 Los Angeles 90066 6 9.35 $22,821.98 6/1/13 2 762 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2648743 Lucey CT 180 14 $200,000.00 6/1/98 $1,000,000.0 8493264 7 Meadow Lane 01 177 1 $2,250,000.00 30 Greenwich 06830 7 54 $199,717.79 2 756 9.75 6/1/13 2648782 McQueen FL 181 14 $51,750.00 6/29/98 $276,000.00 8478844 930 40th Avenue North 01 178 1 $355,000.00 39 St. Petersburg 33703 7 11 93 $50,186.97 7/1/13 2 680 2648797 Zader OH 181 14 $19,600.00 4/30/98 $156,600.00 8411134 307 Blandford 01 176 1 $196,000.00 32 Worthington 43085 7 9.8 90 $19,535.34 5/1/13 2 728 2648846 Rosinski CA 181 09 $62,103.00 6/2/98 $331,200.00 8479891 722 North Pond Court 01 178 1 $414,025.00 44 Lafayette 94549 7 10.25 95 $62,050.68 7/1/13 2 747 2648866 Charron MO 181 09 $28,200.00 6/18/98 $225,600.00 8488751 16960 Heather Lane 01 178 1 $282,000.00 43 Belton 64012 7 10.27 90 $28,176.34 7/1/13 2 754 2648900 Kearney CA 181 09 $55,000.00 6/16/98 $293,700.00 8474462 951 Calle Verde 01 178 1 $367,500.00 27 Martinez 94553 7 95 $54,750.41 7/1/13 2 781 10.52 2649333 Downey CA 181 09 $35,200.00 5/29/98 $281,600.00 01 8501587 5109 East Greensboro Lane 177 1 $352,000.00 33 Anaheim 92807 7 10.125 90 $34,888.38 6/1/13 2 725 2649365 Bukhalo CO 181 15 $45,000.00 5/29/98 $168,750.00 8412835 6722 & 6724 Hampton Drive 01 177 1 $225,000.00 51 Colorado Springs 80918 7 10.5 95 $44,945.89 6/1/13 2 745 2649379 Galgani CA 181 RFC01 $41,200.00 5/26/98 $220,000.00 8452898 1331 Phelps AVE 01 177 1 $275,000.00 38 San Jose 95117 6 12.125 95 $40,953.03 6/1/13 2 678 2649532 Hume GA 181 14 $17,650.00 7/24/98 $94,300.00 8492167 1860 Skyline Drive 01 179 1 $117,900.00 41 Cumming 30041 7 10.75 95 $17,643.35 8/1/13 2 713 2649608 Pradhan CA 181 09 $29,450.00 6/4/98 $235,600.00 8484511 10316 La Hacienda Avenue 01 178 1 $295,000.00 35 Placentia 92870 6 9.75 90 $29,303.99 7/1/13 2 756 2649609 Combs CA 181 14 $27,400.00 6/4/98 $219,200.00 1306 North Myers Street 01 178 1 $274,000.00 43 8497752 Burbank 91506 7 10.5 90 $27,308.76 7/1/13 2 773 2649765 Kalasz FL 181 14 $10,000.00 4/23/98 $63,750.00 8464919 14 Almond Way 02 176 1 $85,000.00 40 87 Ocala 34472 6 9.85 $9,895.64 5/1/13 2 774 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2649821 Steininger PA 120 14 $15,000.00 6/15/98 $98,246.00 8471534 113 Mildred Lane 02 117 1 $125,000.00 41 Aston 19014 5 91 $14,876.55 2 626 13.02 6/19/08 2649858 Updegraff CA 181 14 $10,700.00 6/5/98 $173,281.00 8471591 4906 Moonshadow Court 02 178 1 $235,000.00 28 Rocklin 95677 6 8.85 79 $3,422.93 7/1/13 2 770 2649977 Stine MO 181 14 $10,000.00 7/2/98 $60,000.00 8530198 19116 East 30th Terrace 02 179 1 $75,000.00 31 Independence 64057 6 10.327 94 $9,976.59 8/1/13 2 721 2650140 Rapoza CA 181 14 $20,000.00 6/9/98 $168,750.00 8475030 291 Cecelio Way 02 178 1 $225,000.00 38 Tracy 95376 7 11.075 84 $19,833.33 7/1/13 2 712 2650161 Luzzo MA 181 09 $44,200.00 7/15/98 $354,000.00 8489742 14 Puritan Avenue 01 179 1 $442,595.00 38 North Andover 01845 7 10.2 90 $44,181.26 8/1/13 2 694 2650209 Hoganson CO 181 14 $27,900.00 4/30/98 $172,062.00 8486011 9128 S Roadrunner Dr. 02 176 1 $200,000.00 30 Littleton 80126 7 100 $27,681.63 5/1/13 2 687 13.5 2650254 Mitchell TX 181 09 $13,000.00 5/22/98 $69,500.00 01 8456824 4622 Trace Meadow 177 1 $86,900.00 23 Houston 77066 7 10.5 95 $12,867.09 6/1/13 2 782 2650300 Hertz CA 181 14 $13,000.00 4/28/98 $227,000.00 8416182 155 Teralba Court 01 176 1 $315,000.00 37 San Jose 95139 6 9.85 77 $12,862.46 5/1/13 2 636 2650302 Elsbree DC 181 14 $50,000.00 6/29/98 $268,800.00 8473605 4627 49th Street NorthWest 01 178 1 $340,000.00 33 Washington 20016 7 11.25 94 $49,851.70 7/1/13 2 746 2650313 Troxler CA 181 14 $40,000.00 6/4/98 $584,000.00 8480006 825 Las Palmas Drive 02 178 1 $840,000.00 41 Santa Barbara 93110 6 9.75 75 $39,801.70 7/1/13 2 733 2650484 Scheper NJ 181 14 $68,300.00 6/8/98 $235,000.00 8499626 1 Dryden Road 01 178 1 $337,000.00 31 Tewksbury 07979 7 10.02 90 $410.21 7/1/13 2 680 2650495 Aieta CO 181 14 $72,000.00 7/9/98 $600,000.00 2420 Ginny Way 01 179 1 $755,000.00 36 8494767 Lafayette 80026 7 8.99 90 $71,960.58 8/1/13 2 742 2650510 Kelly CA 181 14 $40,000.00 7/2/98 $121,413.00 8493652 6062 Santa Barbara Avenue 02 179 1 $260,000.00 33 63 Garden Grove 92845 6 9.75 $40,000.00 8/8/13 2 687 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2650554 Lamperski, Jr. CA 181 09 $45,300.00 5/20/98 $241,600.00 8464232 26107 San Remo Place 01 177 1 $302,000.00 31 Mission Viejo 92692 6 95 $44,976.83 2 777 10.25 6/1/13 2650567 Childress NC 181 14 $18,000.00 4/21/98 $79,180.00 8494338 26 Mayfair Drive 02 176 1 $123,300.00 35 Candler 28715 6 11.375 79 $17,657.94 5/1/13 2 655 2650589 Park CA 182 14 $48,000.00 6/30/98 $256,000.00 8494221 97 Cherry Blossom Drive 01 179 1 $320,000.00 40 San Jose 95123 7 11.25 95 $899.85 8/1/13 2 673 2650626 Sullivan CA 181 14 $27,900.00 6/11/98 $223,200.00 8484487 9510 Hatillo Avenue 01 178 1 $279,000.00 20 Chatsworth 91311 6 10.375 90 $27,769.38 7/1/13 2 705 2650629 Cole PA 180 14 $25,000.00 6/24/98 8494684 225 South Street 02 177 1 $31,000.00 29 Athens 18810 6 9.945 81 $24,939.38 6/29/13 1 661 2650638 Chastain GA 181 14 $18,500.00 3/31/98 $78,750.00 8471427 2070 Darby Road 02 175 1 $110,000.00 26 Waleska 30183 6 89 $18,290.37 4/1/13 2 704 10.875 2650640 Watson GA 181 14 $15,000.00 4/9/98 $91,000.00 02 8471419 35 Lister Place 176 1 $185,000.00 31 Hiram 30141 6 10.25 58 $14,856.68 5/1/13 2 730 2650641 Thomas GA 181 09 $25,000.00 4/13/98 $99,775.00 8530768 532 Lexington Court 02 176 1 $150,000.00 37 Lithia Springs 30122 6 11.625 84 $24,789.57 5/1/13 2 691 2650699 Dewaele WA 181 14 $22,800.00 5/16/98 $85,500.00 8420184 3919 S 343rd ST 02 177 1 $114,000.00 22 Auburn 98001 6 11.25 95 $22,651.68 6/1/13 2 739 2650747 Kunis CA 181 14 $45,000.00 6/25/98 $225,000.00 8485203 6182 Ellerbrook Way 01 178 1 $300,000.00 30 San Jose 95123 6 8.75 90 $44,755.87 7/1/13 2 732 2650753 Sanchez CA 181 14 $37,500.00 5/27/98 $187,500.00 8480386 3352 Armadita Court 01 177 1 $250,000.00 40 Bonita 91902 6 10.5 90 $37,238.54 6/1/13 2 682 2650760 Singh CA 181 14 $43,300.00 5/19/98 $231,200.00 4528 Leonato Way 01 177 1 $289,000.00 33 8419996 Fremont 94555 7 10.3 95 $43,235.25 6/1/13 2 738 2650793 Van Hoomissen CA 181 14 $44,400.00 6/10/98 $237,100.00 8481905 29492 Thackery Drive 01 178 1 $296,400.00 39 95 Laguna Niguel 92677 6 10 $44,184.87 7/1/13 2 746 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2650832 Williams CA 181 09 $30,000.00 5/28/98 $221,000.00 8453649 24401 Calle Torcido 02 177 1 $255,000.00 30 Lake Forest 92630 6 99 $29,886.25 2 675 12.625 6/1/13 2650931 Nguyen CA 181 RFC01 $35,000.00 6/22/98 $149,315.60 8477051 10164 Clear River Court 02 178 1 $190,000.00 35 Fountain Valley 92708 6 11.75 98 $34,855.82 7/1/13 2 760 2650932 Atiabi CA 181 14 $40,900.00 6/13/98 $204,350.00 8499014 5919 Farralone Avenue 01 178 1 $273,000.00 46 Los Angeles 91367 6 10.75 90 $40,715.03 7/1/13 2 697 2650974 Ewing FL 181 14 $20,000.00 3/24/98 $86,556.00 8443095 51 Westlee Lake 02 175 1 $111,000.00 39 Palm Coast 32164 6 13.625 96 $19,514.49 4/1/13 2 685 2650978 Beech CA 181 14 $24,300.00 6/11/98 $389,800.00 8477747 1935 North Oxford Avenue 01 178 1 $487,250.00 41 Los Angeles 90027 7 9.775 85 $24,277.33 7/1/13 2 772 2651167 Moschitto CA 181 14 $11,500.00 6/11/98 $92,000.00 8481871 2117 Del Rosa Drive 01 178 1 $115,000.00 42 Ridgecrest 93555 6 90 $11,445.89 7/1/13 2 722 10.5 2651180 Bocca CA 181 14 $28,000.00 6/9/98 $224,000.00 01 8480428 5888 Embee Drive 178 1 $280,000.00 30 San Jose 95123 7 9.375 90 $27,871.22 7/1/13 2 776 2651184 Claxton CA 181 RFC01 $25,700.00 6/11/98 $205,600.00 8524159 19785 Deep Harbor Drive 01 178 1 $257,000.00 37 Huntington Beach 92648 6 11.5 90 $25,591.60 7/1/13 2 789 2651220 Kurata CA 181 14 $10,000.00 6/12/98 $200,000.00 8479248 5310 West 139th Street 01 178 1 $250,000.00 21 Hawthorne 90250 7 9.825 84 $9,990.77 7/1/13 2 761 2651242 Linetsky CA 181 04 $71,250.00 6/15/98 $380,000.00 8479776 763 Loma Verde Unit/Apt B 01 178 1 $475,000.00 29 Palo Alto 94303 7 10.15 95 $70,499.84 7/1/13 2 748 2651263 Palmer CA 181 14 $30,000.00 6/12/98 $75,948.00 8517377 605 River Oaks Drive 02 178 1 $108,000.00 46 Bakersfield 93309 6 12.5 99 $29,803.98 7/1/13 2 707 2651275 Sell MO 61 09 $15,000.00 6/26/98 $66,000.00 5118 Scarlett O'Hara Lane 02 58 1 $86,000.00 45 8491565 Villa Ridge 63089 4 9.97 95 $14,649.17 7/1/03 2 722 2651283 Like VA 181 14 $24,000.00 5/28/98 $128,000.00 8475931 1927 Ware Road 01 177 1 $160,000.00 23 95 Falls Church 22043 7 10.125 $23,968.71 6/1/13 2 789 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2651289 Acharya CA 181 14 $35,200.00 6/30/98 $281,600.00 8519670 716 Choctaw Drive 01 178 1 $352,000.00 34 Fremont 94539 7 90 $35,173.36 2 775 10.75 7/1/13 2651295 Demattei CA 181 14 $40,000.00 6/3/98 $399,193.00 8474413 2824 Hillside Drive 02 178 1 $650,000.00 35 Burlingame 94010 6 9.25 68 $39,792.51 7/1/13 2 780 2651306 Ladwig WI 180 14 $15,000.00 6/20/98 $0.00 8492654 408 Harrison Street 02 177 1 $38,000.00 30 Kewaunee 54216 6 13.99 40 $14,950.11 6/25/13 1 630 2651360 Bombini CA 61 14 $15,000.00 5/15/98 $167,000.00 8470619 1763 Decatur Avenue 02 57 1 $195,000.00 37 Clovis 93611 4 10.125 94 $14,415.89 6/1/03 2 734 2651365 Boland CA 181 09 $44,900.00 5/13/98 $239,900.00 8461006 3670 Sutter Court 01 177 1 $299,904.00 40 Oceanside 92056 6 10.5 95 $44,586.91 6/1/13 2 662 2651480 Cato CA 181 09 $23,000.00 6/10/98 $184,100.00 8479941 25866 Anzio Way 01 178 1 $231,000.00 40 Santa Clarita 91355 7 90 $22,939.02 7/1/13 2 760 9.375 2651484 Heit CA 181 14 $30,000.00 6/10/98 $370,000.00 01 8480063 9591 Normandy Way 178 1 $465,000.00 28 Cypress 90630 6 9.875 87 $28,848.83 7/1/13 2 743 2651507 O'Kane VA 181 09 $51,950.00 7/20/98 $277,200.00 8493975 43900 Frugality Court 01 179 1 $346,575.00 38 Ashburn 20147 7 9.75 95 $51,822.09 8/1/13 2 702 2651521 Berry CA 181 14 $25,000.00 6/12/98 $104,889.00 8497919 3780 Cambria Road Unit/Apt 02 178 1 $140,000.00 24 Phelan (area) 92371 6 9.85 93 $24,877.20 7/1/13 2 767 2651536 Harper CA 181 04 $18,750.00 4/7/98 $93,750.00 8424525 4600 Lamont Street 01 176 1 $125,000.00 34 San Diego 92109 7 10.5 90 $18,719.82 5/1/13 2 738 2651654 Bennett CA 181 14 $39,500.00 6/15/98 $210,800.00 8487308 6223 Allenport Way 01 178 1 $263,500.00 36 Sacramento 95831 7 10.575 95 $39,468.97 7/1/13 2 736 2652043 Tamase CA 181 14 $42,750.00 6/24/98 $228,000.00 27 Derby Street 01 178 1 $285,000.00 42 8484032 Daly City 94015 7 10.95 95 $42,719.03 7/1/13 2 720 2652115 Hatch UT 181 14 $48,100.00 6/9/98 $177,000.00 8487506 11027 North Manor Drive 02 178 1 $237,000.00 34 95 Highland 84003 6 12.65 $48,009.50 7/1/13 2 653 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2652135 Arriola CA 181 14 $42,000.00 7/22/98 $260,000.00 8498909 437 South Charvers Avenue 02 179 1 $325,000.00 41 West Covina 91791 6 93 $41,900.24 2 660 10.17 8/1/13 2652149 Farber NY 181 09 $63,500.00 6/25/98 $340,700.00 8481897 2 Sabrina Court 01 178 1 $426,000.00 28 Dix Hills 11746 6 11 95 $63,219.40 7/1/13 2 680 2652192 Petty CA 181 14 $95,600.00 6/17/98 $510,000.00 8481368 165 Woodland Way 01 178 1 $637,500.00 32 Piedmont 94611 7 11 95 $95,064.15 7/1/13 2 724 2652193 Pozzi CA 181 04 $43,700.00 6/18/98 $102,000.00 8476749 11112 La Maida Street 01 178 1 $145,750.00 40 Los Angeles 91601 7 11.775 100 $43,673.59 7/1/13 2 691 2652224 Galarita HI 181 14 $35,000.00 6/17/98 $118,000.00 8476806 645 Hilinai Street 02 178 1 $170,000.00 36 Wailuku 96793 7 11.7 90 $34,970.32 7/1/13 2 722 2652229 Marancik MA 181 14 $20,900.00 8/10/98 $167,600.00 8526113 130 Fenno Street 01 180 1 $209,500.00 39 Quincy 02170 7 90 $20,900.00 9/1/13 2 776 9.475 2652407 Mazzocco CA 181 14 $23,500.00 7/21/98 $188,000.00 01 8528069 25776 Alta Drive 179 1 $235,000.00 46 Santa Clarita 91355 7 10.65 90 $22,130.60 8/1/13 2 727 2652420 Elmore MD 181 14 $27,000.00 5/27/98 $144,000.00 8474017 6 Whitehall Court 01 177 1 $180,000.00 40 Silver Spring 20901 7 10.25 95 $26,965.74 6/1/13 2 704 2652444 Walden CA 181 09 $30,000.00 6/5/98 $240,000.00 8494361 1878 Gamay Terrace 01 178 1 $300,000.00 42 Chula Vista 91913 6 9.875 90 $29,852.94 7/1/13 2 719 2652456 Marquez CA 181 14 $22,400.00 6/16/98 $179,200.00 8470874 15362 Rhododendron Drive 01 178 1 $225,000.00 32 Canyon Country 91351 7 9.725 90 $22,360.20 7/1/13 2 746 2652506 McKee HI 181 14 $60,000.00 6/18/98 $364,000.00 8482861 3220-A Lower Road 02 178 1 $455,000.00 42 Honolulu 96822 7 11.075 94 $59,957.71 7/1/13 2 713 2652518 Konrad CA 181 04 $41,150.00 6/16/98 $219,650.00 600 Baltic Circle Unit/Apt 01 178 1 $274,600.00 40 8477424 Redwood City 94065 7 10 95 $41,113.45 7/1/13 2 727 2652522 Reilly VA 181 RFC01 $40,150.00 5/27/98 $120,450.00 8528879 11011 Thrush Ridge Road 01 177 1 $160,600.00 36 100 Reston 20191 6 9.625 $39,846.82 6/1/13 2 748 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2652529 Johnson AZ 181 14 $14,600.00 4/24/98 $58,400.00 8534992 3912 North 22nd Street 02 176 1 $73,000.00 46 Phoenix 85016 6 100 $14,501.65 2 743 10.875 5/1/13 2652639 Shields MI 180 14 $15,000.00 7/3/98 $117,267.00 8479826 4998 Church Road 02 178 1 $147,000.00 16 Casco 48064 6 10.82 90 $14,932.60 7/8/13 2 703 2652658 Champine CO 121 14 $10,000.00 6/29/98 $290,000.00 8481012 27925 Alabraska Lane 01 118 1 $365,000.00 29 Evergreen 80439 5 9.75 83 $9,900.56 7/1/08 2 716 2652671 Nicholas, Jr. GA 180 14 $28,750.00 5/22/98 $230,000.00 8438137 215 Melanie Lane 01 176 1 $287,500.00 40 Loganville 30052 7 10 90 $28,711.50 5/22/13 2 770 2652681 Hattersley MA 181 04 $13,700.00 7/24/98 $109,600.00 8529141 205 Meadow Edge Unit/Apt 01 179 1 $137,000.00 36 Acton 01720 7 9.545 90 $13,693.32 8/1/13 2 761 2652751 Kolar CO 181 14 $32,400.00 8/3/98 $207,510.00 8534463 730 Woodmoor Drive 02 180 1 $324,000.00 21 Monument 80132 7 75 $32,400.00 9/1/13 2 700 9.42 2652752 Rogers VA 181 09 $79,950.00 5/15/98 $426,600.00 01 8477275 2755 Oakton Plantation 177 1 $533,277.00 36 Vienna 22181 7 9.375 95 $79,827.94 6/1/13 2 739 2652784 Takekawa CA 181 14 $21,000.00 6/18/98 $363,800.00 8474751 837 Constitution Drive 01 178 1 $454,800.00 20 Foster City 94404 6 10 85 $20,846.72 7/1/13 2 731 2652814 Caruso CA 181 14 $15,900.00 6/18/98 $227,150.00 8482820 19707 May Way 01 178 1 $286,000.00 45 Santa Clarita 91355 6 10.275 85 $15,824.86 7/1/13 2 686 2652818 Riley MD 181 09 $39,750.00 7/30/98 $212,000.00 8525834 2202 Issacs Way 01 179 1 $265,000.00 40 Forest Hill 21050 7 9.42 95 $39,730.12 8/1/13 2 700 2652821 Emory CA 121 14 $20,700.00 6/16/98 $165,600.00 8473415 6150 East Wentworth Street 01 118 1 $207,000.00 24 Long Beach 90815 5 9.7 90 $19,830.91 7/1/08 2 738 2652822 Whitfield MI 181 14 $44,000.00 6/30/98 $64,760.00 24700 Harden Avenue 02 178 1 $135,000.00 34 8491847 Southfield 48075 6 11.945 81 $43,822.04 7/5/13 2 698 2652825 Galvez NJ 181 14 $50,000.00 7/28/98 $296,000.00 8520561 54 Junard Drive 01 179 1 $370,000.00 38 94 Morris Township 07960 7 10.375 $49,979.58 8/1/13 2 666 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2652827 Levy MA 181 14 $67,300.00 6/30/98 $227,000.00 8476939 48 Merrill Road 01 178 1 $327,000.00 40 Watertown 02172 7 90 $67,236.60 2 682 9.725 7/1/13 2652836 Schwalbenberg CA 181 14 $30,000.00 6/17/98 $172,125.00 8484552 535 Sutter Street 01 178 1 $229,500.00 28 Petaluma 94952 7 10.5 89 $29,976.06 7/1/13 2 767 2652867 Respondek CA 181 04 $27,800.00 6/17/98 $147,350.00 8474876 11574 Iowa Avenue Unit/Apt 01 178 1 $196,500.00 27 Los Angeles 90025 7 10.7 90 $27,778.75 7/1/13 2 657 2652987 Babcock CA 181 14 $27,000.00 6/19/98 $144,000.00 8479354 16037 Tulsa Street 02 178 1 $180,000.00 45 Granada Hills 91344 7 10.825 95 $26,484.81 7/1/13 2 733 2653039 Hill MD 181 14 $48,000.00 4/15/98 $256,000.00 8477226 9235 Mallard Point Road 01 176 1 $322,000.00 45 McDaniel 21647 7 9.375 95 $47,901.90 5/1/13 2 665 2653113 Youngman CA 181 09 $61,500.00 6/18/98 $159,000.00 8499253 412 Trailhead Way 01 178 1 $245,000.00 43 Martinez 94553 6 90 $60,954.31 7/1/13 2 704 11.425 2653141 Wanat CA 181 14 $50,000.00 6/16/98 $520,100.00 01 8501678 5688 Scenic Meadow Lane 178 1 $650,181.00 42 San Jose 95135 6 10.875 88 $49,776.48 7/1/13 2 663 2653143 Lucero Jr CA 181 14 $47,250.00 6/15/98 $252,000.00 8500530 12717 Barbata Road 01 178 1 $315,000.00 42 La Mirada 90638 6 10 95 $47,021.03 7/1/13 2 654 2653159 Kerr CA 181 14 $39,000.00 5/27/98 $195,000.00 8471609 18531 Vina Drive 01 177 1 $260,000.00 45 Los Gatos 95033 7 12.875 90 $38,972.19 6/1/13 2 667 2653189 Boggs MD 181 14 $71,750.00 5/29/98 $215,300.00 8474520 12803 Teaberry Road 01 177 1 $287,100.00 45 Silver Spring 20906 7 10.25 100 $70,738.77 6/1/13 2 721 2653190 Johnson CA 181 14 $40,000.00 5/8/98 $120,000.00 8483547 22679 Loleta Avenue 01 177 1 $215,000.00 39 Corning 96021 6 10 75 $39,687.56 6/1/13 2 691 2653213 Suezaki CA 181 14 $41,700.00 6/27/98 $222,400.00 7545 Del Mar Lane 01 178 1 $278,000.00 37 8476061 La Palma 90623 7 10.35 95 $41,618.97 7/1/13 2 736 2653240 Thompson CA 181 14 $80,250.00 6/22/98 $187,250.00 8485716 23401 Jonathan Street 01 178 1 $267,500.00 43 100 (canago Park 91307 6 11.675 $79,917.08 7/1/13 2 697 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2653255 Monahan CA 181 14 $24,900.00 6/22/98 $199,200.00 8470437 40 Nash Road 01 178 1 $249,000.00 44 Hollister 95076 6 90 $24,783.96 2 682 10.425 7/1/13 2653268 Jones GA 180 14 $40,000.00 6/5/98 $57,000.00 8495087 4114 Dunes Drive 02 177 1 $98,000.00 44 Evans 30809 7 10.05 99 $39,942.36 6/18/13 2 668 2653286 Adame CA 181 14 $45,000.00 6/22/98 $227,000.00 8478893 427 A Sumner Avenue 02 178 1 $340,000.00 37 Aptos 95003 7 9.5 80 $44,955.56 7/1/13 2 719 2653289 Mancuso LA 181 09 $16,350.00 6/26/98 $87,350.00 8493074 6213 Donnybrook Avenue 01 178 1 $109,200.00 30 Greenwell Springs 70739 7 10.75 95 $16,247.53 7/1/13 2 748 2653336 Kwak HI 181 14 $93,000.00 6/23/98 $262,614.00 8487134 7144 Kukii Street 02 178 1 $395,000.00 48 Honolulu 96825 7 10.95 91 $92,896.79 7/1/13 2 707 2653365 Camblor DC 181 04 $31,100.00 4/30/98 $155,600.00 8527160 3201A Sutton Place 01 176 1 $210,000.00 44 NW Washington 20016 7 89 $31,027.66 5/1/13 2 748 8.75 2653467 Alanen CA 181 04 $48,400.00 4/21/98 $158,600.00 01 8434755 1885 Veteran Avenue 176 1 $230,000.00 44 Los Angeles 90025 6 9.6 90 $47,839.57 5/1/13 2 722 2653500 Silva CA 181 14 $29,900.00 6/24/98 $239,200.00 8480436 1639 American Beauty Drive 01 178 1 $299,000.00 28 Concord 94521 6 9.65 90 $29,624.45 7/1/13 2 706 2653508 Yoshikane CA 181 14 $25,000.00 6/15/98 $242,597.00 8491003 91777 El Tango Circle 02 178 1 $338,000.00 40 Fountain Valley 92708 6 9.4 80 $24,872.06 7/1/13 2 701 2653523 Henderson NY 181 14 $12,300.00 7/1/98 $157,700.00 8492316 5 Brookview Boulevard 01 179 1 $170,000.00 39 Spring Valley 10977 6 10.55 100 $12,300.00 8/1/13 2 737 2653538 Morin VA 181 RFC01 $29,500.00 5/4/98 $186,000.00 8490237 4793 Thornbury Drive 02 177 1 $227,000.00 42 Fairfax 22030 6 10.75 95 $29,298.99 6/1/13 2 644 2653539 Hamm CA 181 14 $100,000.00 5/28/98 $232,000.00 272 Rutland Court 02 177 1 $370,000.00 35 8497943 San Ramon 94583 6 9.4 90 $99,130.99 6/1/13 2 720 2653585 Shearin CA 181 14 $29,950.00 6/16/98 $239,950.00 8541369 500 Third Avenue 01 178 1 $299,950.00 39 90 Redwood City 94063 7 10.345 $29,925.28 7/1/13 2 770 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2653592 Tarassov CA 181 14 $46,500.00 6/16/98 $248,000.00 8490203 1721 Cypress Avenue 01 178 1 $310,000.00 39 San Mateo 94401 7 95 $46,448.70 2 699 10.9 7/1/13 2653597 Hall CA 181 14 $42,600.00 6/9/98 $148,629.00 8491110 3827 Muir Place Court 02 178 1 $255,000.00 44 San Jose 95121 6 9.75 75 $42,388.82 7/1/13 2 726 2653598 Doubek CA 181 14 $47,200.00 6/22/98 $336,200.00 8491102 435 Chargin Drive 02 178 1 $426,000.00 39 Morgan Hill 95037 6 11.25 90 $46,892.91 7/1/13 2 667 2653603 Karvat CA 181 14 $35,500.00 6/19/98 $284,000.00 8500381 1917 Fillmore Street 01 178 1 $355,000.00 29 Santa Clara 95050 6 10.15 90 $35,330.33 7/1/13 2 708 2653614 Konitzer CA 181 14 $50,000.00 6/19/98 $304,500.00 8479180 1517 Ridgewood Road 01 178 1 $410,000.00 41 Pleasanton 94566 7 11.5 87 $50,000.00 7/1/13 2 657 2653620 Maddox CA 181 04 $40,000.00 7/1/98 $320,000.00 8501595 139 Positano Circle 01 179 1 $400,000.00 35 Redwood City 94065 7 90 $39,984.27 8/1/13 2 747 10.55 2653626 Atkinson CA 181 14 $50,000.00 6/23/98 $120,000.00 01 8495095 2582 Manchester Court 178 1 $410,000.00 33 Thousand Oaks 91362 6 9.675 42 $49,750.43 7/1/13 2 770 2653628 Roxstrom CA 181 14 $71,000.00 4/28/98 $266,250.00 8435257 21841 Seaside Lane 01 176 1 $355,000.00 44 Huntington Beach 92646 6 10.65 95 $70,273.35 5/1/13 2 698 2653767 Blalock CA 241 14 $21,600.00 5/2/98 $72,000.00 8455032 2709 Nordlund Way 02 237 1 $104,000.00 26 Sacramento 95833 9 11.3 90 $21,524.11 6/1/18 2 627 2653829 Scarengella NY 181 14 $69,500.00 7/16/98 $556,000.00 8540031 15 Chester Drive 01 179 1 $695,000.00 30 Rye 10580 7 10 90 $69,500.00 8/1/13 2 754 2653834 Schell CA 181 14 $31,500.00 6/19/98 $252,000.00 8538175 701 East Elmwood Avenue 01 178 1 $315,000.00 35 Burbank 91501 7 10.45 90 $31,487.34 7/1/13 2 775 2654106 Biesecker PA 121 14 $16,000.00 6/27/98 $60,357.00 Rual Route 2 Box 165 M 02 118 1 $82,000.00 32 8529018 New Milford 18834 5 12.99 94 $15,934.40 7/24/08 2 653 2654116 Moyer WA 181 14 $26,500.00 6/22/98 $212,000.00 8477754 16700 SE 34th Way 01 178 1 $265,000.00 25 90 Vancouver 98683 7 9.725 $26,475.04 7/1/13 2 783 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2654122 Wucherer CA 181 14 $20,000.00 5/26/98 $268,000.00 8477598 7737 Peppertree Road 01 177 1 $335,000.00 39 Dublin 94568 6 86 $19,863.72 2 677 10.75 6/1/13 2654123 Myers CA 181 14 $34,200.00 5/27/98 $161,500.00 8461105 821 El- Ane Way 02 177 1 $206,000.00 39 Benicia 94510 6 10.25 95 $33,956.00 6/1/13 2 690 2654341 Nickel CA 181 09 $17,000.00 5/21/98 $225,000.00 8463234 137 Mountaire Parkway 01 177 1 $300,000.00 23 Clayton 94517 6 9.5 81 $16,870.16 6/1/13 2 734 2654349 Stone OR 181 14 $77,000.00 6/10/98 $82,962.00 8493108 368 71st ST 02 178 1 $160,000.00 38 Springfield 97478 6 11.625 100 $76,679.07 7/1/13 2 710 2654405 Olguin CA 181 09 $10,000.00 6/23/98 $271,600.00 8479305 1035 South Miles Court 02 178 1 $345,000.00 44 Anaheim 92808 6 9.525 82 $9,949.40 7/1/13 2 757 2654428 Leubecker VA 181 RFC01 $23,500.00 6/8/98 $190,400.00 8485088 6250 Taliaferro Way 01 178 1 $238,000.00 43 Alexandria 22315 7 90 $23,278.57 7/1/13 2 776 9.875 2654433 Price OR 181 14 $15,000.00 6/2/98 $75,000.00 01 8484701 64 Southeast Piper Drive 178 1 $100,000.00 43 Bend 97702 7 12.75 90 $14,992.72 7/1/13 2 693 2654441 Casado CA 181 04 $20,250.00 6/11/98 $101,250.00 8501082 451 Dela Vina Avenue 01 178 1 $135,000.00 47 Monterey 93940 6 11.125 90 $20,161.56 7/1/13 2 649 2654451 Isidro HI 181 14 $60,000.00 6/24/98 $124,674.00 8487241 91-801 Maiamu Street 02 178 1 $185,000.00 30 Ewa Beach 96706 7 10.825 100 $59,955.34 7/1/13 2 766 2654465 Hann OR 181 14 $27,000.00 6/24/98 $136,986.00 8476467 10387 SouthWest Picks Way 02 178 1 $164,000.00 31 Tigard 97224 7 10.95 100 $26,980.45 7/1/13 2 709 2654584 Zhang CA 181 14 $23,000.00 6/24/98 $224,000.00 8477069 104 San Andreas Drive 01 178 1 $320,000.00 30 Novato 94945 6 9.55 78 $22,883.88 7/1/13 2 749 2654618 Kotecki CA 181 14 $33,800.00 6/23/98 $270,800.00 4904 Sara Drive 01 178 1 $338,500.00 36 8524407 Torrance 90503 6 10.275 90 $33,640.30 7/1/13 2 789 2654624 Nelson CA 181 14 $51,850.00 6/22/98 $227,150.00 8485617 3352 Bonita Mesa Road 01 178 1 $310,000.00 41 90 Bonita 91902 6 9.625 $51,535.37 7/1/13 2 794 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2654730 Angeles CO 181 09 $40,000.00 6/26/98 $320,000.00 8477648 7444 Augusta Drive 01 178 1 $407,000.00 36 Boulder 80301 7 89 $39,963.51 2 794 9.875 7/1/13 2654750 Kirkbride CA 181 14 $14,000.00 6/24/98 $256,000.00 8476079 698 Windsor Drive 02 178 1 $320,000.00 43 Benicia 94510 7 10.85 85 $13,989.64 7/1/13 2 720 2654759 Gregory CA 181 14 $26,500.00 6/25/98 $197,200.00 8476004 3714 Antelope Way 02 178 1 $235,500.00 29 Rocklin 95677 6 11.4 95 $26,295.08 7/1/13 2 688 2654780 Luckey CA 181 04 $42,000.00 7/2/98 $127,000.00 8526063 2319 Caringa Way Unit/Apt 02 179 1 $171,000.00 43 Carlsbad 92009 6 11.9 99 $41,829.42 8/10/13 2 737 2654805 Hosoda CA 181 14 $49,900.00 6/1/98 $266,200.00 8490427 2252 Bel Air Lane 01 178 1 $333,369.00 34 Roseville 95678 6 10.675 95 $49,672.74 7/1/13 2 745 2654824 Strauss CA 181 14 $67,000.00 6/26/98 $357,600.00 8482366 140 North Highland Avenue 01 178 1 $500,000.00 42 Los Angeles 90036 7 85 $66,948.77 7/1/13 2 680 10.7 2654827 Hicks CO 181 14 $17,750.00 5/11/98 $142,000.00 02 8540049 2074 Hudson Street 177 1 $177,500.00 27 Denver 80207 7 10.05 90 $17,742.23 6/1/13 2 690 2654835 Philpott CA 181 14 $47,300.00 6/24/98 $227,150.00 8496044 7556 Windy Ridge Road 01 178 1 $305,000.00 49 San Diego 92126 6 10.9 90 $47,089.05 7/1/13 2 705 2654864 Besona CA 181 16 $36,000.00 6/22/98 $202,000.00 8471435 2206 Archdale Court 01 178 1 $265,500.00 40 South San 94080 7 10 90 $35,968.01 7/1/13 2 690 2654904 Cuevas FL 181 14 $30,000.00 7/1/98 $49,987.00 8492720 912 66th Avenue West 02 179 1 $93,000.00 34 Bradenton 34207 6 10.65 87 $29,931.83 8/1/13 2 650 2654918 Cocsi CA 181 14 $75,000.00 6/24/98 $300,000.00 8474421 824 Novelda Road 01 178 1 $375,000.00 20 Alhambra 91801 7 11.175 100 $74,948.28 7/1/13 2 783 2654931 Haggard CA 181 14 $33,850.00 6/15/98 $227,150.00 27822 Trellis Way 01 178 1 $290,000.00 42 8480337 Laguna Niguel 92677 7 9.4 90 $33,798.03 7/1/13 2 743 2654943 Reitenour CA 181 09 $62,700.00 6/11/98 $146,300.00 8480261 34596 Overlake Drive 01 178 1 $209,000.00 46 100 Lake Forest 92630 7 11.4 $62,658.85 7/1/13 2 730 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2654956 Sherk CA 181 14 $42,300.00 7/1/98 $564,000.00 8471252 444 Fair Oaks Street 01 179 1 $705,000.00 40 San Francisco 94110 7 86 $42,282.82 2 733 10.4 8/1/13 2654971 Martin CA 181 14 $51,000.00 6/25/98 $272,000.00 8480105 17942 Sun Knoll Drive 01 178 1 $340,000.00 31 Yorba Linda 92886 7 9.975 95 $50,954.45 7/1/13 2 746 2655022 Grijalva CA 181 14 $10,000.00 6/24/98 $160,000.00 8497745 435 South Orchard Drive 01 178 1 $200,000.00 23 Burbank 91506 7 10.25 85 $9,987.31 7/1/13 2 729 2655067 Zaioun CA 181 14 $35,000.00 5/18/98 $83,768.00 8480303 4021 Manchester Place 02 177 1 $130,000.00 29 Riverside 92503 6 11.25 92 $34,772.30 6/1/13 2 726 2655076 Hinrichs CA 181 14 $33,000.00 6/4/98 $264,000.00 8480287 430 Colusa Avenue 01 178 1 $330,000.00 35 El Cerrito 94530 7 9.5 90 $32,967.41 7/1/13 2 758 2655091 Garza CA 181 14 $10,000.00 5/21/98 $227,150.00 8497331 155 Argonne Avenue 01 177 1 $288,000.00 25 Long Beach 90803 6 83 $9,893.08 6/1/13 2 774 9 2655092 Walbridge CA 181 14 $47,000.00 6/4/98 $251,200.00 01 8476830 153 Magellan Street 178 1 $314,000.00 37 Capitola 95010 6 9.875 95 $46,555.60 7/1/13 2 792 2655100 Edwards OR 182 14 $15,500.00 6/26/98 $124,000.00 8479230 61250 Mt. Vista Drive 02 179 1 $155,000.00 31 Bend 97702 6 9.775 90 $15,461.82 8/1/13 2 752 2655101 Sharifi CA 181 04 $16,800.00 6/25/98 $134,000.00 8491599 4417 Corto Monterey 01 178 1 $168,000.00 41 Union City 94587 7 9.85 90 $16,784.60 7/1/13 2 782 2655105 Comanda CA 181 14 $20,000.00 7/8/98 $212,000.00 8496978 6408 Du Sault Drive 02 179 1 $265,000.00 36 San Jose 95119 6 11.15 88 $19,956.62 8/1/13 2 674 2655125 McHale CA 181 14 $30,000.00 5/29/98 $251,200.00 8468928 32817 Oakdale Court 02 177 1 $314,000.00 42 Union City 94587 6 9.75 90 $29,700.13 6/1/13 2 753 2655127 Thompson CA 181 14 $60,000.00 6/5/98 $288,000.00 4604 Milne Drive 02 178 1 $365,000.00 43 8480360 Torrance 90505 6 11.95 96 $59,757.46 7/1/13 2 703 2655142 Saylor MD 181 14 $43,950.00 5/7/98 $102,550.00 8477291 110 Elliot Place 01 177 1 $146,500.00 34 100 Edgewater 21037 7 11.17 $43,904.28 6/1/13 2 739 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2655155 Schmidt CA 181 14 $38,250.00 6/16/98 $191,250.00 8516924 2611 Chatsworth Court 01 178 1 $255,000.00 40 Turlock 95382 7 90 $38,223.32 2 680 11.125 7/1/13 2655158 Tweed PA 181 14 $19,500.00 6/26/98 $90,460.00 8471526 340 Devon Road 02 178 1 $110,000.00 48 Fairless Hills 19030 6 13 100 $19,221.00 7/1/13 2 772 2655171 Phillips WA 121 14 $62,900.00 6/9/98 $225,000.00 8471302 13623 Broadway Avenue 02 118 1 $321,000.00 46 Snohomish 98290 5 9.55 90 $61,665.00 7/1/08 2 727 2655191 Loney CA 181 14 $41,000.00 6/17/98 $328,000.00 8541351 1947 Harmil Way 01 178 1 $410,000.00 30 San Jose 95125 7 11.845 90 $40,975.59 7/1/13 2 668 2655204 Weninger FL 181 14 $52,500.00 6/12/98 $122,500.00 8452849 1801 SW 22nd AVE 02 178 1 $175,000.00 42 Fort Lauderdale 33312 6 12.5 100 $52,298.56 7/1/13 2 680 2655247 Swaim CA 181 14 $18,000.00 6/30/98 $245,600.00 8479784 1627 Rancho Hills Drive 02 178 1 $307,000.00 34 Chino Hills 91709 6 86 $17,897.07 7/1/13 2 763 9.525 2655254 Wilson GA 181 09 $37,350.00 6/25/98 $199,400.00 01 8475188 290 Loblolly Court 178 1 $251,000.00 23 Marietta 30064 6 9.95 95 $37,168.19 7/1/13 2 750 2655256 Stavoli CA 181 14 $58,700.00 6/25/98 $313,150.00 8478240 2193 Rose Arbor Court 01 178 1 $391,440.00 43 San Jose 95133 7 11 95 $58,657.95 7/1/13 2 734 2655259 Hazen CA 181 14 $29,000.00 6/24/98 $232,000.00 8478208 2215 Occidental Road 01 178 1 $290,000.00 39 Hayward 94545 6 10.25 90 $28,862.65 7/1/13 2 765 2655266 Dewberry CA 181 14 $42,750.00 6/24/98 $227,150.00 8493090 2738 North Lime Avenue 01 178 1 $285,000.00 31 Fullerton 92835 6 10.95 95 $42,529.18 7/1/13 2 758 2655267 Pelton CA 181 14 $19,150.00 7/16/98 $208,000.00 8534653 20404 Key Court 01 179 1 $260,000.00 23 Santa Clarita 91350 6 9.7 88 $19,150.00 8/1/13 2 778 2655276 Peltier NV 181 14 $61,250.00 6/9/98 $284,000.00 913 Jennifer Street 01 178 1 $425,000.00 31 8499691 Incline Village 89452 7 10 82 $61,250.00 7/1/13 2 715 2655290 Wilson CA 181 14 $15,000.00 4/22/98 $200,000.00 8471203 25471 Barents Street 01 176 1 $250,000.00 40 86 Laguna Hills 92653 6 9.8 $14,543.38 5/1/13 2 774 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2655300 Meyer MA 181 14 $28,000.00 7/24/98 $224,000.00 8517906 8 Villanova Drive 01 179 1 $280,000.00 32 Westford 01886 7 90 $27,885.56 2 780 9.275 8/1/13 2655307 Bailey III CA 181 14 $44,500.00 6/15/98 $356,000.00 8487639 5167 Northway Road 01 178 1 $445,000.00 47 Pleasanton 94566 7 9.85 90 $44,459.17 7/1/13 2 734 2655361 Vu CA 181 14 $49,800.00 6/30/98 $116,200.00 8479313 2717 West 146th Street 02 178 1 $166,000.00 42 Gardena 90246 7 10.35 100 $49,758.95 7/1/13 2 725 2655373 Constantino CA 181 14 $42,450.00 6/2/98 $226,400.00 8494874 18908 Danielle Avenue 01 178 1 $283,000.00 31 Cerritos 90703 7 10.5 95 $42,314.42 7/1/13 2 773 2655374 Bowser CA 181 14 $42,000.00 6/3/98 $224,000.00 8499006 3274 Dales Drive 02 178 1 $280,000.00 43 Norco 91760 7 10.5 95 $41,564.72 7/1/13 2 779 2655375 Deauzat, Jr. CA 181 14 $30,150.00 6/4/98 $160,800.00 8494858 4037 West 173rd Place 01 178 1 $201,000.00 37 Torrance 90504 7 95 $30,077.75 7/1/13 2 654 12.5 2655376 Zones NM 181 14 $22,000.00 6/26/98 $64,183.00 02 8485633 591 Rio Grande Drive 178 1 $93,000.00 45 Bernalillo 87004 6 12.59 93 $21,934.82 7/1/13 2 657 2655383 Horst CA 181 14 $48,500.00 7/1/98 $388,000.00 8477788 1910 San Antonio Avenue 01 179 1 $485,000.00 47 Berkley 98707 7 9.92 90 $48,478.17 8/1/13 2 767 2655384 Frank CA 181 14 $27,000.00 6/25/98 $215,800.00 8473290 1002 East Palm Avenue 01 178 1 $269,800.00 29 Burbank 91501 7 9.675 90 $26,974.29 7/1/13 2 781 2655458 Saniga NY 180 14 $65,500.00 7/1/98 $349,300.00 8538381 73 Chesterhill Road 01 178 1 $436,724.00 25 Town Of Warwick 10990 6 10.875 95 $65,207.18 7/1/13 2 706 2655476 Hettlinger IN 181 09 $22,450.00 5/29/98 $381,650.00 8457285 9828 Oakcrest Court 01 177 1 $449,000.00 12 Fishers 46038 6 10.15 90 $22,288.35 6/1/13 2 755 2655487 Taylor CA 181 14 $22,000.00 5/12/98 $264,000.00 704 West Acacia Avenue 01 177 1 $330,000.00 31 8498016 El Segundo 90245 6 10.99 87 $21,853.38 6/1/13 2 675 2655496 Rape VA 181 09 $38,100.00 5/22/98 $304,800.00 8457277 4013 Tottenham Court 01 177 1 $390,000.00 32 88 Richmond 23233 6 8.9 $37,792.91 6/1/13 2 751 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2655502 Pickett CA 181 14 $20,500.00 6/18/98 $164,000.00 8470593 375 Chaparral Lane 01 178 1 $205,000.00 43 Arroyo Grande 93420 7 90 $20,483.08 2 710 10.345 7/1/13 2655566 Patrick MD 180 09 $19,100.00 6/1/98 $162,350.00 8485922 711 Willow Tree Drive 01 177 1 $191,003.00 34 Glen Burnie 21060 7 9.92 95 $18,922.75 6/1/13 2 770 2655577 Brown CA 181 09 $93,700.00 6/25/98 $499,850.00 8499378 838 West Heritage Oak 01 178 1 $624,818.00 48 Altadena Area 91001 7 11.25 95 $93,636.42 7/1/13 2 731 2655579 Bennett CO 182 14 $44,400.00 6/30/98 $85,009.00 8477432 1625 South Ammons 02 179 1 $137,000.00 34 Lakewood 80232 6 12.09 95 $44,311.88 8/1/13 2 686 2655581 Espe MA 181 14 $26,500.00 7/15/98 $251,900.00 8478521 123 Ash Street 01 179 1 $319,000.00 35 Hopkinton 01748 7 9.475 88 $26,486.89 8/1/13 2 789 2655586 Pederson AZ 182 09 $77,500.00 6/25/98 $189,506.00 8491714 7605 East Phantom Way 02 179 1 $284,944.00 33 Scottsdale 85255 7 94 $77,458.35 8/1/13 2 728 9.125 2655603 Young CA 181 14 $40,300.00 6/26/98 $322,400.00 01 8479909 2110 Kenilworth Avenue 178 1 $403,000.00 34 Los Angeles 90039 7 9.725 90 $39,935.44 7/1/13 2 776 2655606 Van Dyck OR 182 09 $40,300.00 6/29/98 $215,200.00 8475469 516 NW 18th Avenue 02 179 1 $269,000.00 22 Portland 97209 7 9.975 95 $40,282.07 8/1/13 2 770 2655623 Stirling MN 181 14 $23,000.00 7/17/98 $92,000.00 8501165 2194 Birch Street 01 179 1 $116,000.00 27 White Bear Lake 55110 7 10.475 100 $22,990.81 8/1/13 2 783 2655638 Boyers MD 181 RFC01 $16,225.00 5/28/98 $138,050.00 8488504 626 Currant Court 01 177 1 $162,450.00 34 Laplata 20646 7 9.87 95 $16,202.68 6/1/13 2 760 2655726 Garcia CA 181 14 $30,000.00 6/10/98 $104,695.00 8480832 730 Judson Street 02 178 1 $150,000.00 45 Escondido 92027 7 10.875 90 $29,918.27 7/1/13 2 702 2655728 Stephenson CA 181 09 $42,000.00 6/12/98 $210,000.00 3284 Rancho Diego Circle 01 178 1 $280,000.00 48 8480824 El Cajon 92019 7 10.875 90 $41,969.08 7/1/13 2 710 2655730 Fernandez FL 181 14 $25,400.00 7/2/98 $106,000.00 8468605 14742 SouthWest 81 Street 02 179 1 $135,000.00 25 98 Miami 33193 6 11 $25,344.13 8/1/13 2 716 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2655731 Martinez CA 121 04 $15,000.00 5/14/98 $172,800.00 8456220 500 North Rosemead 01 117 1 $216,000.00 38 Pasadena 91107 5 87 $14,679.57 2 744 10.225 6/1/08 2655745 Colen CA 181 14 $30,000.00 6/18/98 $227,150.00 8474678 233 Siesta Drive 01 178 1 $308,000.00 23 Aptos 95003 7 10.345 84 $29,975.24 7/1/13 2 752 2655752 Singh VA 181 RFC01 $38,550.00 6/29/98 $205,600.00 8486771 602 A North Tazewell 01 178 1 $257,000.00 31 Arlington 22203 6 9 95 $38,126.67 7/1/13 2 760 2655774 Lay CA 181 14 $31,200.00 6/15/98 $166,400.00 8473803 2020 Ardenwood AVE 02 178 1 $208,000.00 32 Simi Valley 93063 6 13.375 95 $31,089.91 7/1/13 2 640 2655842 Oliveros CA 182 14 $18,000.00 6/29/98 $142,000.00 8495566 407 West 234th Place 02 179 1 $160,000.00 44 Carson 90745 6 12.125 100 $17,964.40 8/1/13 2 754 2655855 Dominquez CA 181 04 $47,250.00 7/6/98 $252,000.00 8481194 11589 Caminito Corrienti 01 179 1 $315,000.00 48 San Diego 92128 6 95 $47,158.28 8/1/13 2 677 12.35 2655870 Phillips AZ 181 14 $35,900.00 7/2/98 $184,000.00 02 8498800 321 West El Freda Road 179 1 $245,000.00 31 Tempe 85284 6 10 90 $35,813.39 8/1/13 2 698 2655873 Rozhko CA 181 14 $40,500.00 7/8/98 $202,500.00 8491524 7437 San Blanco Drive 01 179 1 $270,000.00 43 Goleta 93117 7 10.725 90 $40,500.00 8/1/13 2 674 2655881 Dease CA 181 14 $25,000.00 7/1/98 $242,178.00 8537227 28657 Lapine Avenue 02 179 1 $285,000.00 41 Santa Clarita 91350 7 13.175 94 $24,994.50 8/1/13 2 689 2655883 Drudge VA 301 14 $25,000.00 5/7/98 $119,610.00 8462418 596 Windjammer Crescent 02 297 1 $145,000.00 26 Newport News 23607 8 12.55 100 $24,531.85 6/1/23 2 779 2655887 Koski NV 181 14 $30,000.00 6/22/98 $100,006.00 8471088 45 Winter Storm Court 02 178 1 $135,000.00 44 Sparks 89436 6 11.7 97 $29,875.82 7/1/13 2 693 2655899 Green MI 120 14 $28,000.00 7/13/98 $49,894.00 1611 Elias Street 02 118 1 $105,000.00 32 8483919 Westland 48186 5 10.895 75 $27,739.18 7/16/08 2 661 2655905 Trivedi CA 181 RFC01 $23,190.00 7/1/98 $185,520.00 8525487 770 St Michael Circle 01 179 1 $231,900.00 40 90 Pleasanton 94566 7 10.375 $23,180.54 8/1/13 2 719 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2655924 Cummins CA 181 RFC01 $37,450.00 7/13/98 $199,950.00 8495533 2530 Wickham Place 01 179 1 $249,950.00 49 Santa Clara 95051 7 95 $37,343.09 2 716 11.92 8/1/13 2655999 Peterson CA 181 14 $23,000.00 6/29/98 $222,400.00 8496275 1537 East Loma Alta Drive 01 178 1 $278,000.00 34 Altadena 91001 7 9.35 89 $22,976.57 7/1/13 2 703 2656003 Roura CA 181 14 $25,300.00 6/29/98 $202,400.00 8476517 18409 Carlwyn Drive 01 178 1 $253,000.00 42 Castro Valley 94546 6 9.425 90 $25,096.62 7/1/13 2 766 2656017 Silvestri CA 181 09 $53,500.00 7/8/98 $285,450.00 8494189 14 Sapporo Court 01 179 1 $350,000.00 34 Petaluma 94954 7 12.5 97 $53,486.31 8/1/13 2 668 2656021 Silverstein CA 181 14 $74,700.00 4/6/98 $174,300.00 8461881 19701 Dunsmuir Plaza 01 176 1 $249,000.00 40 Yorba Linda 92886 7 11.5 100 $74,603.13 5/1/13 2 777 2656099 Roice WY 180 14 $57,000.00 6/19/98 $304,000.00 8481053 250 Trap Club RD 02 177 1 $380,000.00 47 Jackson 83001 6 95 $56,353.10 6/1/13 2 654 12.025 2656153 Dalfonso UT 181 14 $30,000.00 6/23/98 $120,825.14 01 8473241 1078 West 350 South 178 1 $170,000.00 42 Logan 84321 6 10.5 89 $29,861.16 7/1/13 2 706 2656154 Harting CA 181 14 $38,850.00 6/22/98 $207,200.00 8485880 1621 Madeira Circle 01 178 1 $259,000.00 35 Petaluma 94954 6 10.375 95 $38,668.12 7/1/13 2 757 2656162 Hardin MI 120 14 $19,000.00 7/9/98 $53,578.00 8482317 15544 Warwick Avenue 02 118 1 $100,000.00 43 Alllen Park 48101 5 10.895 73 $18,823.00 7/13/08 2 716 2656165 Kramer CA 181 14 $19,600.00 7/8/98 $313,600.00 8521759 1436 North Chester Avenue 01 179 1 $392,000.00 35 Pasadena 91104 7 9.85 85 $19,591.04 8/1/13 2 715 2656197 Taylor MI 180 14 $35,000.00 7/8/98 $32,818.00 8478331 15619 Mac Arthur Street 02 178 1 $100,000.00 37 Redford 48239 6 8.57 68 $34,807.03 7/12/13 2 695 2656387 Barese CA 181 09 $30,000.00 7/2/98 $131,224.93 29848 Kings Canyon Court 02 179 1 $180,000.00 44 8490930 Coarsegold 93614 6 10.75 90 $29,932.47 8/1/13 2 689 2656410 Berger NV 181 09 $44,850.00 6/25/98 $224,250.00 8496325 301 Great Gable Drive 01 178 1 $299,055.62 44 90 Las Vegas 89123 6 10.25 $44,744.25 7/1/13 2 740 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2656416 Bird MO 181 14 $45,000.00 7/2/98 $74,851.00 8529414 1711 Stasi Avenue 02 179 1 $120,000.00 33 Raymore 64083 6 100 $44,812.50 2 763 11 8/1/13 2656421 Boehm IL 181 15 $41,500.00 7/21/98 $107,000.00 8496135 4338 West Drummond 01 179 1 $165,000.00 36 Chicago 60639 6 11.07 90 $41,409.33 8/1/13 2 708 2656502 Brown CA 181 09 $70,300.00 6/24/98 $164,200.00 8487258 1251 Aspen Circle 01 178 1 $234,600.00 38 Hollister 95023 7 11 100 $70,249.65 7/1/13 2 744 2656508 Cornelius CT 181 14 $28,000.00 7/2/98 $157,996.00 8520249 52 Bennett Drive 02 179 1 $200,000.00 33 Hampton 06247 6 12.65 93 $27,947.33 8/1/13 2 662 2656546 Lebovits NY 181 16 $80,000.00 7/2/98 $239,599.00 8485070 3 Kaufman Court 02 179 1 $383,000.00 38 Monsey 10952 6 9.87 84 $79,804.66 8/1/13 2 680 2656552 Oehrle AL 181 14 $30,000.00 7/6/98 $65,000.00 8487407 106 Magenta Lane 02 179 1 $100,000.00 41 Madison 35757 6 95 $29,938.22 8/1/13 2 729 11.7 2656564 Langford CO 181 14 $32,000.00 6/15/98 $156,000.00 02 8471245 700 West Fifth Street 178 1 $195,000.00 48 Loveland 80537 7 10.7 97 $31,869.86 7/1/13 2 732 2656566 Haines CA 181 14 $23,000.00 5/22/98 $184,000.00 8470577 6071 Cerulean Avenue 01 177 1 $230,000.00 42 Garden Grove 92845 6 9.75 90 $22,828.25 6/1/13 2 733 2656567 Martin CA 181 14 $30,600.00 6/2/98 $153,200.00 8487514 572 Graylyn Court 01 178 1 $204,300.00 37 Vacaville 95688 6 9.875 90 $30,450.01 7/1/13 2 750 2656569 Voisan CA 181 14 $50,000.00 6/12/98 $234,500.00 8493249 15701 Henry Road 01 178 1 $299,500.00 36 Escalon 95320 6 10.75 95 $49,773.87 7/1/13 2 780 2656571 King NV 181 09 $15,000.00 6/9/98 $152,000.00 8488355 852 Longleaf Place 01 178 1 $190,000.00 43 Minden 89423 6 9.75 88 $14,724.82 7/1/13 2 693 2656592 Zamarripa CA 181 09 $100,000.00 4/27/98 $235,000.00 2311 San Leandro 01 176 1 $336,000.00 44 8461857 Tustin 92782 7 10.9 100 $99,851.33 5/1/13 2 729 2656891 Lynch OH 180 14 $15,000.00 7/7/98 $0.00 8479404 10806 Lamontier Avenue 02 178 1 $64,000.00 17 24 Cleveland 44104 6 8.32 $14,915.45 7/12/13 1 744 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2656912 Viswanathan CA 181 14 $41,000.00 6/25/98 $328,000.00 8487670 45253 Grimmer Boulevard 01 178 1 $410,000.00 40 Fremont 94539 6 90 $40,793.02 2 789 9.55 7/1/13 2656913 Planka NV 181 14 $16,400.00 6/20/98 $80,361.00 8471294 8583 Moth Circle 02 178 1 $121,000.00 36 Reno 89506 6 9.45 80 $16,316.45 7/1/13 2 709 2656914 Makhlaf CA 181 RFC01 $16,900.00 6/22/98 $135,900.00 8487274 1963 Rhododenron Court 01 178 1 $169,900.00 27 Livermore 94550 6 7.5 90 $16,797.59 7/1/13 2 731 2656915 Geyer CA 181 14 $43,100.00 6/17/98 $203,887.00 8487126 258 Marina Way 02 178 1 $260,000.00 36 Pacifica 94044 6 10.15 95 $42,894.00 7/1/13 2 734 2656933 Kolls VA 181 14 $57,000.00 7/10/98 $304,000.00 8486748 5114 Prestwick Drive 01 179 1 $380,000.00 38 Fairfax 22030 7 9.75 95 $56,973.41 8/1/13 2 764 2656953 Toomey CA 181 14 $35,900.00 7/1/98 $191,600.00 8528143 1521 East 19th Street 01 179 1 $240,000.00 41 Santa Ana 92705 6 95 $35,806.41 8/1/13 2 654 9.15 2656976 Epure HI 181 14 $50,000.00 6/17/98 $278,400.00 01 8474629 104 Aikahi Loop 178 1 $350,000.00 41 Kailua 96734 7 9.625 94 $49,721.05 7/1/13 2 805 2656983 West MD 181 14 $49,450.00 7/24/98 $263,800.00 8530545 1457 Fallston Road 01 179 1 $329,800.00 51 Fallston 21047 7 9.35 95 $49,424.90 8/1/13 2 710 2657000 Stalsworth CA 181 14 $25,000.00 7/1/98 $182,950.00 8488702 505 Nelson Street 02 179 1 $245,000.00 36 Arroyo Grande 93420 6 10 85 $24,939.68 8/1/13 2 672 2657001 Ritter CA 181 14 $26,100.00 6/15/98 $139,200.00 8480113 16124 Lahey Street 01 178 1 $174,000.00 24 Los Angeles 91344 7 11.625 95 $26,083.69 7/1/13 2 649 2657006 Santiago CA 181 14 $30,000.00 7/2/98 $202,610.00 8484792 2328 Parkview Lane 02 179 1 $235,000.00 32 Chino Hills 91709 6 11.925 99 $29,939.53 8/1/13 2 769 2657038 Kransmann CA 181 14 $74,500.00 5/26/98 $596,000.00 176 Jameson Court 01 177 1 $745,000.00 27 8453144 Sierra Madre 91024 6 9.65 90 $73,938.72 6/1/13 2 767 2657086 Rivera-Pantoja CA 181 04 $19,200.00 5/28/98 $96,000.00 8453029 79 William Street Unit/Apt 01 177 1 $128,000.00 45 90 Cotati 94931 6 11.35 $19,030.15 6/1/13 2 695 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2657126 Cole VA 181 14 $28,500.00 4/23/98 $152,000.00 8488793 2647 Woodley Place 01 176 1 $190,000.00 45 Falls Church 22046 7 95 $28,451.58 2 683 10.25 5/1/13 2657149 McKellogg CA 181 14 $17,000.00 5/20/98 $196,000.00 8454399 6453 Bonnie View Drive 01 177 1 $245,000.00 30 San Diego 92119 6 10.15 87 $16,283.71 6/1/13 2 763 2657152 Greenbaum CA 181 14 $26,200.00 5/27/98 $210,000.00 8454381 5496 Bengal Court 01 177 1 $262,500.00 30 San Diego 92124 6 9.4 90 $25,993.09 6/1/13 2 804 2657168 Adams CA 181 14 $46,000.00 5/1/98 $368,000.00 8477374 8913 Wonderland Park 01 177 1 $460,000.00 23 Los Angeles 90046 7 9.3 90 $45,928.65 6/1/13 2 742 2657178 Welchel CA 181 09 $21,000.00 5/14/98 $297,000.00 8454498 26172 Palmetto Place 01 177 1 $385,000.00 30 Mission Viejo 92692 6 9.4 83 $20,673.58 6/1/13 2 772 2657194 Boyce UT 180 14 $13,500.00 7/9/98 $108,000.00 8485963 4230 West 5600 South 02 178 1 $135,000.00 42 Roy 84067 6 90 $13,500.00 7/9/13 2 653 11.25 2657202 Taylor CA 181 14 $28,000.00 7/2/98 $90,754.00 02 8488710 3651 Los Padres Road 179 1 $132,000.00 39 Santa Maria 93455 6 10.25 90 $28,000.00 8/1/13 2 696 2657206 Connolly CA 181 14 $28,900.00 6/11/98 $227,150.00 8497992 1777 Adams Street 01 178 1 $325,000.00 30 San Mateo 94403 6 9.25 79 $28,544.17 7/1/13 2 665 2657208 Breit CA 181 04 $31,000.00 6/10/98 $248,000.00 8476426 181 Ada Avenue Unit/Apt # 01 178 1 $310,000.00 28 Mountain View 94043 6 12.25 90 $30,878.18 7/1/13 2 717 2657212 Porter VA 181 09 $29,000.00 7/2/98 $227,000.00 8482853 9101 Cardiff Road 01 179 1 $320,000.00 42 Richmond 23236 6 9.625 80 $28,927.58 8/1/13 2 761 2657214 Briggs OR 181 14 $17,900.00 7/7/98 $83,050.00 8492605 5326 North Cecelia Street 02 179 1 $101,000.00 30 Portland 97203 6 10.275 100 $17,857.89 8/1/13 2 732 2657218 Nalty CA 181 14 $12,500.00 7/1/98 $276,000.00 18883 Mount Schelin Cirlce 01 179 1 $345,000.00 37 8470122 Fountain Valley 92708 6 10.9 84 $12,472.25 8/1/13 2 677 2657229 Shishido CA 181 14 $50,000.00 7/2/98 $79,686.00 8487431 590 Gularte Road 02 179 1 $290,000.00 32 45 Arroyo Grande 93420 6 9.5 $49,873.72 8/1/13 2 719 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2657370 Brodsky CA 182 09 $71,500.00 6/30/98 $572,000.00 8523441 3453 Consuelo Drive 01 179 1 $715,000.00 43 Calabasas 91302 7 90 $71,500.00 2 690 9.875 8/1/13 2657382 Sanchez CA 181 14 $27,200.00 5/28/98 $160,000.00 8467912 2749 West Tola Avenue 01 177 1 $208,000.00 31 Anaheim 92804 6 9.65 90 $26,995.06 6/1/13 2 738 2657401 Weigl NY 181 14 $18,250.00 7/8/98 $138,750.00 8474785 32A Brilner Drive 01 179 1 $185,000.00 41 Smithtown 11787 6 12.5 85 $18,215.16 8/1/13 2 625 2657402 Hepworth NY 181 14 $18,700.00 7/9/98 $149,600.00 8474744 2603 Mount Avenue 01 179 1 $187,000.00 41 Oceanside 11572 6 10.5 90 $18,656.91 8/1/13 2 752 2657407 Kwan CA 181 14 $36,200.00 5/21/98 $290,000.00 8454829 105 Kari Way 01 177 1 $362,500.00 40 Arcadia 91006 6 9.65 90 $35,927.27 6/1/13 2 742 2657408 Schmidt MI 180 14 $20,000.00 7/22/98 $109,682.00 8518771 36847 Alexis Court 02 178 1 $147,000.00 31 Sterling Heights 48312 6 89 $19,955.79 7/26/13 2 725 10.945 2657470 Williams CA 181 14 $59,000.00 7/7/98 $212,900.00 02 8520413 918 Windham Street 179 1 $287,000.00 37 Santa Cruz 95062 6 10.05 95 $58,858.30 8/1/13 2 727 2657484 Williams CA 181 04 $68,000.00 7/1/98 $544,000.00 8470775 1949 Jackson Street 01 179 1 $680,000.00 44 San Francisco 94109 6 10.2 90 $67,838.93 8/1/13 2 776 2657491 Ahluwalia CA 181 14 $19,450.00 5/28/98 $155,950.00 8467979 1227 Tony Stuitt Drive 01 177 1 $194,990.00 45 Tracy 95376 6 9.15 90 $19,296.73 6/1/13 2 721 2657507 Hamilton NM 181 14 $33,000.00 7/8/98 $165,000.00 8475600 14 Irish Road 01 179 1 $220,000.00 43 Ranchos De Taos 87557 6 11.09 90 $32,928.02 8/1/13 2 740 2657508 Taylor CA 181 14 $26,000.00 7/7/98 $208,000.00 8475683 1877 La Loma Road 01 179 1 $260,000.00 33 Pasadena 91105 7 9.55 90 $25,987.34 8/1/13 2 769 2657517 Miko NJ 181 14 $75,750.00 7/1/98 $378,750.00 11 Buttonwood Place 01 179 1 $505,000.00 39 8468324 Upper Saddle 07458 7 10.875 90 $73,011.36 8/1/13 2 682 2657541 Cross CA 181 14 $50,000.00 7/6/98 $463,000.00 8488983 686 South Arroyo Boulevard 02 179 1 $775,000.00 35 67 Pasadena 91105 7 11.225 $49,983.03 8/1/13 2 705 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2657543 Dest NC 180 09 $50,000.00 7/9/98 $238,495.00 8522047 5606 Silchester Lane 02 178 1 $305,000.00 35 Charlotte 28215 6 95 $49,788.51 2 651 12.8 7/13/13 2657545 Hayden WA 181 09 $34,400.00 6/26/98 $183,950.00 8477937 23045 Southeast 243rd 01 178 1 $229,950.00 38 Maple Valley 98038 7 10.75 95 $34,373.98 7/1/13 2 705 2657546 Tucker WA 181 14 $29,900.00 6/25/98 $239,960.00 8486987 7939 152nd Avenue 01 178 1 $299,950.00 38 Redmond 98052 7 11.25 90 $29,879.71 7/1/13 2 670 2657548 Clark CA 181 14 $33,500.00 7/6/98 $268,000.00 8479263 44 Mar Monte Avenue 01 179 1 $335,000.00 38 La Selva Beach 92507 7 9.75 90 $33,484.37 8/1/13 2 770 2657576 Pellicciarini CA 181 09 $61,000.00 6/23/98 $326,000.00 8488249 1644 Glider CT 01 178 1 $407,500.00 45 Thousand Oaks 91320 7 11.775 95 $60,963.12 7/1/13 2 701 2657615 Rivera CA 181 RFC01 $25,492.00 7/7/98 $135,960.00 8476608 1004 Sunbird Drive 01 179 1 $169,950.00 42 Watsonville 95076 7 95 $25,481.31 8/1/13 2 722 10.25 2657624 Wener CA 181 14 $40,000.00 5/28/98 $280,000.00 01 8455842 7166 East Columbus Drive 177 1 $375,000.00 46 Anaheim 92807 6 11.9 86 $39,642.03 6/1/13 2 641 2657625 Krueger CA 181 14 $51,450.00 7/7/98 $274,400.00 8478273 289 A A San Benancio Raod 01 179 1 $343,000.00 35 Salinas 93908 7 10.25 95 $51,424.47 8/1/13 2 734 2657644 Alvarez CA 61 14 $14,000.00 6/18/98 $60,109.00 8474504 910 Taber Avenue 02 58 1 $95,000.00 42 Yuba City 95991 4 9.75 79 $13,634.54 7/1/03 2 685 2657727 Lopez CA 181 14 $14,800.00 6/11/98 $167,200.00 8476731 5534 Murieta Street 01 178 1 $209,000.00 34 Ventura 93003 6 9.775 88 $14,646.41 7/1/13 2 718 2657748 Peek CA 181 14 $26,000.00 5/22/98 $209,000.00 8456345 288 Peutz Valley Road 01 177 1 $265,000.00 45 Alpine 91901 6 10.65 89 $25,769.11 6/1/13 2 694 2657751 Parker CA 181 14 $52,500.00 7/9/98 $280,000.00 805 Orchid Avenue 01 179 1 $350,000.00 45 8498362 Capitola 95010 7 10.125 95 $52,374.78 8/1/13 2 718 2657774 Scarlett CA 181 14 $21,450.00 6/17/98 $171,950.00 8473951 106 Clearview Drive 01 178 1 $214,950.00 36 90 Vallejo 94591 6 9.25 $21,338.72 7/1/13 2 764 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2657795 Braverman CA 182 14 $31,200.00 5/28/98 $156,000.00 8489841 1307 Marissa Court 01 178 1 $208,000.00 39 Rohnert Park 94928 6 90 $30,279.63 2 706 10.5 7/1/13 2657839 Wilson MD 181 14 $38,550.00 7/10/98 $205,600.00 8486201 3437 Huntsman Run Road 01 179 1 $257,000.00 37 Ellicott City 21042 7 10.25 95 $38,533.83 8/1/13 2 758 2657842 Pesicka WI 181 14 $50,200.00 6/15/98 $268,000.00 8478497 M132 Mann Road 01 178 1 $335,000.00 27 Marshfield 54449 7 10.5 95 $50,159.93 7/1/13 2 763 2657868 Moffit CA 181 04 $28,800.00 6/25/98 $115,200.00 8485286 3402 Ladrillo Aisle 01 178 1 $144,000.00 47 Irvine 92606 7 11.275 100 $28,780.57 7/1/13 2 727 2657908 Moureaux CA 181 14 $20,400.00 7/16/98 $108,800.00 8537698 8137 Canyon Oak Drive 01 179 1 $136,000.00 30 Citrus Heights 95610 7 11.93 95 $20,400.00 8/1/13 2 669 2657911 Chestelson CA 181 09 $10,000.00 6/16/98 $132,500.00 8470882 322 Lizabeth Common 01 178 1 $170,000.00 43 Santa Ana 92703 7 84 $9,991.58 7/1/13 2 757 10.25 2657916 Anstead CA 181 14 $35,000.00 6/30/98 $196,000.00 02 8477333 24261 AMURRO Drive 178 1 $246,000.00 48 MISSION VIEJO 92691 6 11.5 94 $34,852.39 7/6/13 2 742 2657941 Clawson CA 181 14 $16,500.00 6/26/98 $227,150.00 8474199 107 Meadow Road 01 178 1 $356,000.00 15 Santa Cruz 95060 7 9.845 69 $15,448.89 7/1/13 2 733 2657943 Coiffi NY 181 14 $17,500.00 7/2/98 $157,500.00 8529034 2071 Midland Drive 02 179 1 $175,000.00 30 Yorktown Heights 10598 7 11.52 100 $17,494.43 8/1/13 2 710 2657954 Busch CA 181 14 $24,750.00 7/6/98 $132,000.00 8485153 7813 Maynard 01 179 1 $165,000.00 30 West Hills 91304 7 10.7 95 $24,740.58 8/1/13 2 712 2657956 Barrett MD 181 14 $47,250.00 7/24/98 $252,000.00 8525685 10405 Hardwood Court 01 179 1 $315,000.00 33 Woodstock 21163 7 9.35 95 $47,226.02 8/1/13 2 725 2657957 Mosby CA 181 14 $60,000.00 6/8/98 $324,000.00 35065 Spender Court 02 178 1 $413,000.00 34 8481467 Fremont 94536 6 10.5 93 $59,722.31 7/1/13 2 691 2657964 Gray VA 181 09 $45,000.00 6/15/98 $240,000.00 8475295 5 Kingsley Court 01 178 1 $300,000.00 36 95 Stafford 22554 7 10.5 $44,964.06 7/1/13 2 780 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2657968 Paulson MN 121 14 $11,750.00 7/31/98 $94,000.00 8522682 3968 Orchid Lane 01 119 1 $117,500.00 32 Plymouth 55446 5 90 $11,690.97 2 773 9.5 8/1/08 2657977 Sadowsky CA 181 14 $55,350.00 7/8/98 $224,900.00 8522336 115 Cherry Blossom Drive 01 179 1 $295,000.00 40 San Jose 95123 6 11.6 95 $55,234.93 8/1/13 2 701 2657982 Mikan CA 181 14 $55,500.00 7/7/98 $196,500.00 8487084 2098 Hood Drive 02 179 1 $280,000.00 35 Woodland Hills 91362 6 10.9 90 $55,376.79 8/1/13 2 702 2657984 Casebeer CA 181 14 $40,000.00 7/7/98 $320,000.00 8496317 705 Carmel Avenue 01 179 1 $400,000.00 44 Seal Beach 90740 6 10.4 90 $39,896.67 8/1/13 2 761 2658010 Tirman CA 181 14 $27,200.00 7/8/98 $183,750.00 8496424 266 Nellie Court 02 179 1 $245,000.00 25 Newbury Park Area 91320 7 9.6 87 $27,186.90 8/1/13 2 734 2658020 Dapper CA 181 RFC01 $58,300.00 7/15/98 $311,200.00 8521734 43 Baypoint Drive 01 179 1 $389,000.00 39 San Rafael 94901 7 95 $58,275.55 8/1/13 2 684 10.25 2658027 Mussett TX 181 14 $37,950.00 6/23/98 $88,550.00 01 8486961 11505 Heathrow Drive 178 1 $126,500.00 49 Austin 78759 6 10 100 $37,766.10 7/1/13 2 698 2658047 Wolfe CA 181 14 $35,200.00 7/3/98 $281,600.00 8484362 17552 Berlark Circle 01 179 1 $352,000.00 45 Huntington Beach 92649 7 9.675 90 $35,183.31 8/1/13 2 733 2658048 Allen CA 181 04 $21,000.00 7/3/98 $168,000.00 8481970 16291 Countess Drive 02 179 1 $210,000.00 43 Huntington Beach 92649 7 10.175 90 $20,991.04 8/1/13 2 685 2658049 Loaiza CA 181 14 $29,350.00 7/8/98 $227,150.00 8476327 166 Malcolm 01 179 1 $285,000.00 45 Pasadena 91105 7 10.175 90 $29,337.48 8/1/13 2 695 2658050 Keeler CA 181 14 $11,000.00 7/9/98 $83,300.00 8493942 2888 Temperance Avenue 02 179 1 $107,000.00 31 Clovis 93611 6 11.625 89 $10,976.56 8/1/13 2 634 2658051 Van Eekhout CA 181 14 $25,900.00 7/7/98 $207,200.00 17353 Vintage Street 01 179 1 $259,000.00 35 8483737 (northridge Area) 91325 6 11.175 90 $25,843.95 8/1/13 2 659 2658052 Thomas WA 181 04 $25,000.00 7/7/98 $132,000.00 8516395 2024 NorthWest 57th Avenue 02 179 1 $180,000.00 40 88 Seattle 98107 6 11.1 $24,890.56 8/1/13 2 663 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2658054 Cranmore CA 181 14 $32,400.00 7/9/98 $259,200.00 8484008 1620 South Corning Street 01 179 1 $324,000.00 30 Los Angeles 90035 7 90 $32,385.44 2 734 9.925 8/1/13 2658055 Dallas CA 181 14 $43,700.00 7/22/98 $349,600.00 8519308 4546 Noeline Avenue 01 179 1 $437,000.00 35 Encino Area Los 91436 6 10.175 90 $43,596.24 8/1/13 2 765 2658056 Liljenquist UT 121 14 $12,500.00 7/8/98 $0.00 8490948 2265 North 4100 West 02 119 1 $74,000.00 10 Corinne 84307 5 10 17 $12,404.17 8/1/08 1 635 2658066 Lopez CA 181 04 $37,000.00 7/8/98 $197,600.00 8501736 4314 Glencoe Avenue 01 179 1 $247,000.00 36 Marina Del Rey 90292 6 9.875 95 $36,909.70 8/1/13 2 768 2658077 Aiu CA 181 09 $90,700.00 6/17/98 $483,750.00 8484057 2654 Viewridge Drive 01 178 1 $604,697.00 43 Chino Hills 91709 7 10.125 95 $90,621.53 7/1/13 2 754 2658108 Ianni CA 181 14 $50,000.00 7/10/98 $220,000.00 8500720 681 East Peltier Road 02 179 1 $285,000.00 45 Acampo 95220 6 95 $49,890.55 8/1/13 2 732 11.05 2658131 McLaren WA 121 14 $11,300.00 5/22/98 $121,000.00 02 8466641 2219 State Street 117 1 $135,000.00 34 Everett 98201 5 10.6 98 $11,138.71 6/1/08 2 751 2658147 Peters CA 181 14 $19,950.00 7/2/98 $319,200.00 8523748 1051 South Bernardo Avenue 01 179 1 $400,000.00 42 Sunnyvale 94087 7 9.625 85 $19,940.44 8/1/13 2 743 2658157 Graham CA 181 14 $15,000.00 7/7/98 $153,477.00 8521833 29935 Los Nogales Road 02 179 1 $192,000.00 42 Temecula 92591 6 10.4 88 $14,965.12 8/1/13 2 736 2658160 Bae NJ 180 14 $60,000.00 7/8/98 $144,938.00 8480923 325 East Midland Avenue 02 178 1 $232,000.00 48 Paramus 07652 6 11.1 89 $59,869.27 7/13/13 2 682 2658188 Gepford ID 180 14 $30,000.00 7/8/98 $50,938.00 8479883 1104 North Garden Avenue 02 178 1 $101,500.00 40 Boise 83706 6 10.25 80 $29,585.97 7/13/13 2 682 2658202 Cohoon GA 181 09 $31,750.00 6/30/98 $158,850.00 115 Hillman Court 01 178 1 $211,818.00 28 8531386 Alpharetta 30022 7 9 90 $31,715.18 7/1/13 2 685 2658207 Leary CA 181 04 $30,000.00 7/15/98 $480,000.00 8517203 308 North Sycamore Avenue 01 179 1 $600,000.00 31 85 Los Angeles 90036 7 10.4 $29,987.82 8/1/13 2 750 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2658212 Green ID 180 14 $30,000.00 7/9/98 $99,997.00 8478133 14143 Highway 44 02 178 1 $164,000.00 29 Caldwell 83605 6 80 $29,549.65 2 771 9.75 7/15/13 2658215 Odery FL 181 14 $26,500.00 7/6/98 $100,665.00 8517401 10270 SouthWest 37th 02 179 1 $135,000.00 45 Miami 33165 6 11.65 95 $26,437.27 8/1/13 2 702 2658231 Menne OR 181 14 $26,500.00 6/26/98 $212,000.00 8490443 2625 Arbor Drive 02 178 1 $265,000.00 38 West Linn 97068 6 9.5 90 $26,365.61 7/1/13 2 746 2658233 Gorak II MD 181 09 $37,800.00 7/30/98 $201,600.00 8530677 11220 Minstrel Tune Drive 01 179 1 $252,000.00 39 Germantown 20876 7 9.75 95 $37,800.00 8/1/13 2 774 2658234 Buckingham CO 181 14 $13,800.00 8/11/98 $110,400.00 8539421 6668 South Logan Street 01 180 1 $138,000.00 42 Littleton 80121 7 9.75 90 $13,800.00 9/1/13 2 782 2658236 Fleischer CA 181 04 $82,500.00 7/9/98 $660,000.00 8490302 325 Locust Street 01 179 1 $825,000.00 26 San Francisco 94118 7 90 $82,464.65 8/1/13 2 729 10.15 2658243 Cade CA 181 14 $39,900.00 6/10/98 $212,800.00 01 8522781 1380 Cypress Court 178 1 $266,000.00 43 Gilroy 95020 7 11 95 $39,871.41 7/1/13 2 764 2658255 Ishikawa CA 181 14 $34,000.00 7/8/98 $272,000.00 8495251 818 Monterey Road 01 179 1 $340,000.00 41 South Pasadena 91030 7 10.475 90 $33,999.90 8/1/13 2 764 2658262 Yupamake CA 181 14 $19,500.00 7/13/98 $104,000.00 8521593 18715 Covello Street 01 179 1 $130,000.00 41 Reseda 91335 7 10.475 95 $19,492.21 8/1/13 2 779 2658263 Doyle CA 181 14 $46,350.00 7/8/98 $247,200.00 8490260 8376 Kenyon Avenue 01 179 1 $309,000.00 38 Los Angeles 90045 7 10.2 95 $46,330.36 8/1/13 2 767 2658276 Sherman CA 181 04 $11,800.00 7/9/98 $94,400.00 8518987 527 East Elmwood Avenue 01 179 1 $118,000.00 33 Burbank 91510 7 9.85 90 $11,794.61 8/1/13 2 740 2658280 Savopoulos CA 181 14 $80,000.00 7/21/98 $470,000.00 28432 Via Pasito 02 179 1 $650,000.00 45 8521221 San Juan 92675 6 11.57 85 $79,833.21 8/1/13 2 701 2658288 Khan CA 181 14 $63,100.00 6/17/98 $336,350.00 8480352 1843 Fumia Place 01 178 1 $420,488.00 40 95 San Jose 95131 6 10.75 $62,814.63 7/1/13 2 712 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2658311 Nguyen CA 181 14 $30,000.00 7/8/98 $363,000.00 8491755 3223 Cantada Court 01 179 1 $454,402.00 31 San Jose 95135 6 87 $29,746.87 2 733 9.875 8/1/13 2658312 Robertson CA 181 14 $29,200.00 7/8/98 $233,600.00 8520058 2345 Casa Grande 01 179 1 $292,000.00 38 Pasadena 91104 7 9.975 90 $29,187.01 8/1/13 2 758 2658392 Kidane CA 181 04 $40,100.00 7/8/98 $200,600.00 8479842 3608 West Estates Lane 01 179 1 $267,500.00 42 Palos Verdes 90274 7 10.85 90 $40,085.23 8/1/13 2 665 2658395 Ingles CA 181 14 $35,000.00 7/8/98 $340,000.00 8518953 2937 Sapra Street 01 179 1 $425,000.00 34 Thousand Oaks 91362 7 10.6 89 $34,986.39 8/1/13 2 650 2658400 Chandler MI 60 14 $20,000.00 7/21/98 $41,864.00 8497539 23790 Koths Street 02 58 1 $83,000.00 36 Taylor 48180 4 9.87 75 $19,740.50 7/26/03 2 716 2658425 Fernandez CA 121 14 $40,000.00 6/4/98 $198,500.00 8476947 4849 Tammy Court 01 118 1 $275,000.00 44 Union City 94587 5 87 $39,647.43 7/1/08 2 676 11.85 2658438 Lee OR 120 14 $13,000.00 7/9/98 $112,500.00 01 8484719 740 SW Willow Creek Dr 118 1 $150,000.00 35 Beaverton 97006 5 9.875 84 $12,748.45 7/20/08 2 758 2658441 Rockwood ID 180 14 $30,000.00 7/9/98 $26,814.00 8478257 319 Central Kings Road 02 178 1 $85,000.00 28 Nampa 83687 6 10 67 $29,927.01 7/27/13 2 716 2658444 Lomanto NJ 180 15 $24,400.00 7/10/98 $195,200.00 8476194 266 Saddle River Road 01 178 1 $244,000.00 47 Saddle Brook 07667 7 10.8 90 $24,381.74 7/10/13 2 724 2658460 Comas CA 181 14 $24,000.00 7/10/98 $195,000.00 8496903 3844 Keeshen Drive 02 179 1 $260,000.00 32 Los Angeles 90066 7 10.725 85 $23,990.92 8/1/13 2 697 2658464 Warner CA 181 14 $50,000.00 4/28/98 $165,900.00 8468563 3624 Royal Road 01 176 1 $260,000.00 44 Vista 92084 6 11.65 84 $49,388.92 5/1/13 2 642 2658466 Borja CA 182 14 $53,850.00 6/30/98 $287,200.00 1317 Crestwood Drive 01 179 1 $359,000.00 31 8493199 San Jose 95118 7 12.845 95 $53,826.42 8/1/13 2 677 2658469 Hamlin CA 182 14 $15,000.00 6/29/98 $304,000.00 8486060 1457 Redwood Drive 01 179 1 $380,000.00 42 84 Santa Cruz 95060 6 10.345 $14,964.94 8/1/13 2 737 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2658472 Kirsh NY 181 16 $75,000.00 7/13/98 $225,000.00 8532095 640 Montgomery Street 02 179 1 $300,000.00 30 Brooklyn 11225 7 100 $75,000.00 2 757 10.5 8/1/13 2658474 McGowan CA 181 14 $30,000.00 5/29/98 $225,000.00 8462111 6910 East Lathrop Road 01 177 1 $300,000.00 40 Manteca 95336 6 10.15 85 $29,624.23 6/1/13 2 697 2658496 Stout CO 181 14 $31,600.00 7/10/98 $158,250.00 8479222 3143 Silverwood Drive 01 179 1 $211,000.00 44 Fort Collins 80525 7 9.5 90 $31,584.46 8/1/13 2 748 2658502 Magnone NJ 180 14 $20,600.00 7/10/98 $107,148.00 8489528 8 Sheffield Court 02 178 1 $134,500.00 44 Old Bridge 08857 6 12.6 95 $20,520.94 7/15/13 2 675 2658516 Costanzo NJ 181 14 $30,000.00 6/5/98 $113,602.00 8479420 205 Norman Way 02 178 1 $230,000.00 30 Paramus 07652 7 9.1 63 $29,967.78 7/1/13 2 706 2658518 Caciola CA 181 14 $10,250.00 7/10/98 $194,750.00 8498958 1613 Cabrillo Avenue 02 179 1 $205,000.00 36 Venice 90291 6 100 $10,227.72 8/1/13 2 756 11.125 2658527 Ourada CO 181 14 $31,800.00 7/16/98 $134,395.00 02 8491979 6223 South Jackson Street 179 1 $175,000.00 34 Littleton 80121 6 10.59 95 $31,727.34 8/1/13 2 748 2658528 Cummings WA 181 14 $97,500.00 7/9/98 $227,400.00 8486029 23207 SouthEast 135 Court 01 179 1 $325,000.00 37 Issaquah 98207 7 11.175 100 $97,407.97 8/1/13 2 695 2658529 Fernandez CA 181 14 $26,500.00 7/6/98 $212,000.00 8497190 4180 Vincente Street 01 179 1 $265,000.00 41 Fremont 94536 7 9.875 90 $26,437.95 8/1/13 2 756 2658530 Ling CA 181 RFC01 $36,000.00 6/23/98 $134,950.00 8497448 4861 Starflower Drive 01 178 1 $179,950.00 34 Martinez 94553 7 10.375 95 $35,830.67 7/1/13 2 785 2658536 Grove, IV CA 181 14 $33,600.00 6/5/98 $268,800.00 8489205 1515 Arbutus Drive 01 178 1 $336,000.00 41 Walnut Creek 94595 6 10.25 90 $33,440.86 7/1/13 2 763 2658702 Martin CA 181 14 $41,200.00 5/26/98 $220,000.00 9641 Warburton Drive 01 177 1 $275,000.00 39 8463309 Huntington Beach 92646 6 10.15 95 $40,903.36 6/1/13 2 758 2658707 Petrarca CA 181 14 $31,000.00 5/19/98 $227,000.00 8463424 1517 Shadow Knolls Lane 01 177 1 $330,000.00 42 79 El Cajon 92020 6 9.15 $30,191.89 6/1/13 2 746 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2658749 Coleman CA 181 09 $35,900.00 6/4/98 $287,200.00 8477531 711 Carlston Avenue 01 178 1 $359,000.00 41 Oakland 94610 6 90 $35,385.31 2 768 9.75 7/1/13 2658795 Fredrick NJ 181 04 $23,800.00 7/27/98 $190,400.00 8522229 23 Dorchester Drive 01 179 1 $240,000.00 37 Basking Ridge 07920 6 10 90 $23,742.57 8/1/13 2 769 2658810 Movius CA 181 14 $100,000.00 7/10/98 $534,400.00 8495491 1804 Elm Avenue 01 179 1 $668,000.00 39 Manhattan Beach 90266 7 10.1 95 $99,956.70 8/1/13 2 798 2658837 Zerrer VA 181 09 $55,650.00 6/15/98 $296,800.00 8476111 1571 Old Eaton Lane 01 178 1 $371,000.00 20 Reston 20194 7 10.75 95 $55,607.89 7/1/13 2 687 2658843 Mandrell CA 181 14 $10,000.00 6/17/98 $292,000.00 8500035 1373 Cimarron Drive 01 178 1 $365,000.00 28 Santa Ynez 93460 6 10.12 83 $9,952.06 7/1/13 2 784 2658844 Uematsu CA 181 09 $10,000.00 7/10/98 $227,150.00 8520421 6 Sugarpine Drive 01 179 1 $320,000.00 25 Trabuco Canyon 92679 6 75 $9,855.64 8/1/13 2 784 9.05 2658853 Walker NJ 181 14 $17,000.00 6/11/98 $55,983.00 02 8478307 106 Sounds Avenue 178 1 $150,000.00 45 Sea Isle 08243 6 9.55 49 $16,914.16 7/1/13 2 692 2658860 Brown CA 181 04 $50,200.00 7/9/98 $268,000.00 8498776 4780-H La Villa Marina 01 179 1 $335,000.00 40 Marina Del Rey 90292 6 9.775 95 $50,076.36 8/1/13 2 742 2658863 Adragna CA 181 14 $20,250.00 6/19/98 $162,000.00 8480634 4009 Mellowood Drive 01 178 1 $202,500.00 28 Oakley 94561 6 12.625 90 $20,173.22 7/1/13 2 717 2658870 Blayney NM 181 14 $20,000.00 5/14/98 $40,733.00 8466732 1504 Dewey Lane 02 177 1 $111,000.00 35 Alamogordo 88310 6 9.825 55 $19,637.97 6/1/13 2 770 2658891 Avila CA 181 14 $21,750.00 7/9/98 $116,000.00 8519993 9692 West Cerritos Avenue 02 179 1 $145,000.00 40 Anaheim 92804 6 10.5 95 $21,699.89 8/1/13 2 713 2658918 Maiten CA 181 04 $10,000.00 6/26/98 $72,000.00 6275 Canoga Ave(woodland 01 178 1 $90,000.00 47 8471112 Los Angeles 91367 7 11.025 92 $9,992.88 7/1/13 2 716 2658924 White OR 181 14 $28,875.00 7/9/98 $462,000.00 8484925 15184 SouthWest 133rd 02 179 1 $577,500.00 34 85 Tigard 97224 7 10.3 $28,863.02 8/1/13 2 706 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2658931 Putch CA 181 14 $34,750.00 7/8/98 $329,000.00 8524167 3972 Sunswept Drive 01 179 1 $485,000.00 43 Los Angeles 91604 7 75 $34,734.20 2 755 9.875 8/1/13 2658936 Kennedy CA 181 09 $56,250.00 7/14/98 $300,000.00 8525115 92 Nighthawk 01 179 1 $375,000.00 32 Irvine 92604 6 11.875 95 $56,136.06 8/1/13 2 656 2658944 Huibregste MA 181 14 $18,100.00 7/15/98 $145,200.00 8528333 121 Maple Avenue 01 179 1 $181,500.00 37 Shrewsbury 01545 7 9.475 90 $17,942.91 8/1/13 2 747 2658948 Flaxman CA 181 14 $38,000.00 7/10/98 $650,000.00 8516643 235 Eldridge Avenue 01 179 1 $860,000.00 44 Mill Valley 94941 6 9.675 80 $37,905.55 8/1/13 2 745 2658951 Tolentino CA 181 14 $19,500.00 5/14/98 $292,500.00 8466765 1842 Tersini Court 02 177 1 $390,000.00 44 San Jose 95131 6 10.45 80 $19,116.15 6/1/13 2 687 2658969 Currier CA 182 14 $64,000.00 6/30/98 $341,560.00 8492852 3210 Quail Lane 01 179 1 $426,975.00 45 Morgan Hill 95037 7 95 $63,971.08 8/1/13 2 682 9.9 2658973 Lee UT 181 14 $20,000.00 8/4/98 $83,473.00 02 8531733 481 South 725 East 180 1 $120,000.00 41 Layton 84041 6 11.59 87 $20,000.00 9/1/13 2 669 2658976 Cacacho CA 181 14 $51,500.00 7/13/98 $214,000.00 8524761 34512 Salinas Place 01 179 1 $295,000.00 39 Fremont 94555 7 10.625 90 $51,480.08 8/1/13 2 680 2658982 Lambertson CA 181 14 $15,000.00 7/16/98 $184,000.00 8497836 1604 North Fairview Street 02 179 1 $230,000.00 26 Burbank 91505 7 11.175 87 $14,994.85 8/1/13 2 656 2658985 Silver CA 181 14 $48,000.00 7/10/98 $192,000.00 8496838 5750 Saloma Avenue 02 179 1 $240,000.00 49 Van Nuys 91411 7 12.6 100 $47,904.00 8/1/13 2 715 2658986 Brizendine CA 181 14 $50,000.00 7/11/98 $262,000.00 8497265 2152 Beidgegate Court 02 179 1 $350,000.00 31 Thousand Oaks 91361 6 11.525 90 $49,895.32 8/1/13 2 643 2658987 Semmel OR 181 14 $30,000.00 7/15/98 $148,600.00 615 3rd Avenue SouthEast 02 179 1 $188,000.00 39 8517195 Albany 97321 7 13.6 95 $29,940.00 8/1/13 2 644 2658990 Sohl CA 181 14 $50,000.00 7/1/98 $683,050.00 8495475 362 Havana Avenue 02 179 1 $800,000.00 32 92 Long Beach 90814 6 12.5 $49,904.56 8/1/13 2 648 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2658993 Loehrlein CA 181 14 $18,875.00 6/10/98 $301,600.00 8490724 1720 Central Avenue 01 178 1 $377,500.00 42 Alameda 94501 6 85 $18,787.64 2 773 10.5 7/1/13 2658999 Hackett MA 181 14 $40,500.00 7/15/98 $324,000.00 8480972 75 Sherman Street 01 179 1 $405,000.00 42 Belmont 02178 7 9.475 90 $40,479.97 8/1/13 2 729 2659004 Forgay CA 181 14 $37,800.00 6/25/98 $302,400.00 8479800 8895 E. Cloudview Way 01 178 1 $378,000.00 31 Anaheim 92808 7 9.5 90 $37,762.65 7/1/13 2 693 2659005 Condron CA 181 14 $31,000.00 6/24/98 $248,000.00 8475485 177 Park Avenue 01 178 1 $310,000.00 34 Long Beach 90803 7 9.75 90 $30,967.26 7/1/13 2 737 2659006 Roth CA 181 14 $50,000.00 6/19/98 $340,000.00 8490609 27872 Wave Crest Lane 01 178 1 $425,000.00 48 Dana Point 92629 7 12.75 92 $49,975.67 7/1/13 2 650 2659043 Walker CO 181 14 $17,200.00 7/15/98 $92,408.00 8498743 700 Lilac Drive 02 179 1 $124,000.00 28 Windsor 80550 6 89 $17,163.18 8/1/13 2 662 11.29 2659044 Tillery NM 181 14 $35,000.00 7/14/98 $114,559.00 02 8488595 12020 Apache Avenue 179 1 $157,000.00 34 Albuquerque 87111 6 11.09 96 $34,923.67 8/1/13 2 693 2659094 Caito CA 181 14 $77,100.00 7/10/98 $413,600.00 8489098 2 Alincante 02 179 1 $530,000.00 32 Coto De Caza 92679 7 10.725 93 $77,070.81 8/1/13 2 702 2659111 Newman CA 181 14 $33,450.00 7/1/98 $167,250.00 8496879 427 Ann CT 01 179 1 $223,000.00 43 Livermore 94550 7 11.275 90 $33,438.77 8/1/13 2 680 2659113 Harding NM 181 14 $16,000.00 7/1/98 $75,753.00 8466484 17 Lost Trail RD 02 179 1 $99,000.00 26 Roswell 88201 6 10.525 93 $15,963.22 8/1/13 2 690 2659117 Nydell CO 181 14 $35,900.00 7/1/98 $175,000.00 8466229 630 20 RD 02 179 1 $222,000.00 40 Grand Junction 81503 7 12.275 95 $35,890.34 8/1/13 2 667 2659118 Risley CA 182 14 $15,000.00 6/29/98 $132,000.00 1212 S Birch ST 02 179 1 $165,000.00 41 8466237 Santa Ana 92707 6 10.775 90 $14,966.31 8/1/13 2 688 2659119 Sharp CO 181 14 $27,000.00 7/6/98 $108,000.00 8466385 10470 Inca ST 01 179 1 $135,000.00 45 100 Northglenn 80234 7 11.025 $26,990.42 8/1/13 2 721 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2659126 Kerr NJ 181 14 $32,500.00 7/1/98 $91,000.00 8466039 359 Porchtown RD 02 179 1 $130,000.00 42 Franklin Township 08344 6 95 $32,424.43 2 690 10.4 8/1/13 2659128 Cayes CA 182 04 $45,800.00 6/30/98 $183,200.00 8475329 420 Milan DR 202 01 179 1 $229,000.00 28 San Jose 95134 7 11.525 100 $45,785.44 8/1/13 2 686 2659129 Mather CA 181 14 $39,000.00 7/2/98 $208,000.00 8465924 34422 Locke AVE 01 179 1 $260,000.00 45 Fremont 94555 7 10.775 95 $38,985.40 8/1/13 2 746 2659130 Kelly MI 121 14 $20,000.00 7/1/98 $39,256.00 8466005 7543 Cadillac 02 119 1 $60,000.00 38 Warren 48091 5 10.975 99 $19,907.70 8/1/08 2 715 2659144 Kapinos MA 181 14 $31,250.00 6/22/98 $213,750.00 8485344 18 Oakland Avenue 01 178 1 $285,000.00 32 Arlington 02174 7 8.875 86 $31,214.83 7/1/13 2 759 2659159 Burke III MA 181 14 $39,000.00 6/26/98 $312,000.00 8485351 21 Parsons Drive 01 178 1 $390,000.00 50 Swampscott 01907 7 90 $38,964.41 7/1/13 2 640 9.875 2659173 Agnew MA 181 15 $22,350.00 6/15/98 $119,200.00 01 8485377 27 Pine Street 178 1 $149,000.00 28 Pepperell 01463 7 9.825 95 $22,318.97 7/1/13 2 754 2659180 Smith WA 181 14 $26,000.00 7/13/98 $110,400.00 8490005 7705 East Casino Road 02 179 1 $138,000.00 48 Everett 98203 6 11.5 99 $25,945.44 8/1/13 2 706 2659186 Turowski MA 181 14 $20,000.00 6/16/98 $160,000.00 8485393 253 Mountain Avenue 01 178 1 $200,000.00 22 Revere 02151 7 8.875 90 $19,977.49 7/1/13 2 715 2659189 Smith Jr CA 182 14 $45,000.00 6/29/98 $360,000.00 8486037 276 Las Miradas Drive 01 179 1 $450,000.00 32 Los Gatos 95032 7 10.345 90 $44,981.51 8/1/13 2 755 2659210 Fields CA 181 14 $19,700.00 7/6/98 $157,600.00 8497174 31355 Hugh Way 01 179 1 $197,000.00 45 Hayward 94544 7 9.875 90 $19,512.11 8/1/13 2 734 2659217 Garcia CA 181 04 $26,845.00 3/19/98 $122,204.00 16180 Avenida Venusto 01 175 1 $157,000.00 44 8466401 San Diego 92128 6 10.5 95 $26,530.26 4/1/13 2 717 2659220 Muccilli MA 180 14 $28,950.00 6/5/98 $144,750.00 8485419 3402 Woodbridge Road 01 177 1 $193,000.00 31 90 Peabody 01960 7 9.625 $28,908.06 6/1/13 2 780 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2659221 Polk CA 181 14 $90,000.00 4/27/98 $975,000.00 8466450 622 Mystic Way 02 176 1 $1,500,000.00 45 Laguna Beach 92651 6 71 $89,306.45 2 687 9.4 5/1/13 2659231 Moverman MA 181 14 $56,350.00 6/8/98 $227,150.00 8485427 99 Hay Meadow Road 01 178 1 $315,000.00 50 North Andover 01845 7 9 90 $56,288.22 7/1/13 2 754 2659234 Iberra-Garcia CO 181 14 $10,000.00 6/22/98 $78,750.00 8473571 980 Fremont Avenue 02 178 1 $105,000.00 44 Penrose 81240 6 10.5 85 $9,944.18 7/1/13 2 798 2659236 Kerber MA 180 14 $25,000.00 7/2/98 $188,750.00 8485435 45 Dawson Drive 01 178 1 $237,500.00 31 Sudbury 01776 7 9.625 90 $24,975.94 7/1/13 2 661 2659246 Rouhana MA 181 14 $40,000.00 6/25/98 $225,000.00 8485450 21 Westminster Avenue 01 178 1 $300,000.00 29 Arlington 02174 7 9 89 $39,956.14 7/1/13 2 762 2659249 Quinn CA 181 09 $46,000.00 6/18/98 $368,000.00 8479750 3381 Washington Court 01 178 1 $465,000.00 37 Alameda 94501 7 90 $45,944.68 7/1/13 2 671 10.5 2659251 Kuniega MA 181 14 $10,700.00 6/24/98 $227,150.00 01 8485468 50 Lost Pond Lake 178 1 $324,000.00 44 North Andover 01845 7 10.125 74 $10,690.74 7/1/13 2 757 2659263 Murphy CA 181 14 $36,000.00 7/10/98 $288,000.00 8534497 1312 Yosemite Avenue 01 179 1 $360,000.00 38 San Jose 95126 7 9.875 90 $35,983.64 8/1/13 2 772 2659265 Gonzalez CA 181 14 $43,000.00 7/13/98 $183,000.00 8497430 8160 Edmaru Avenue 02 179 1 $229,000.00 32 Whittier 90602 6 10.9 99 $42,785.30 8/1/13 2 722 2659266 Hitch CA 181 14 $21,000.00 7/13/98 $157,500.00 8529729 23203 Antler Drive 01 179 1 $210,000.00 44 Diamond Bar 91765 6 10.275 85 $20,950.59 8/1/13 2 708 2659269 Khoo MD 180 14 $102,500.00 5/21/98 $685,000.00 8476244 11 Chamaral Court 01 176 1 $1,000,000.00 44 Cockeysville Hunt 21030 6 8.5 79 $101,644.00 5/27/13 2 691 2659271 Emata CA 181 14 $74,900.00 7/10/98 $142,000.00 191 Callan Street 02 179 1 $241,000.00 26 8535015 Milpitas 95035 7 9.875 90 $74,620.54 8/1/13 2 775 2659273 White MA 240 14 $35,850.00 6/4/98 $179,250.00 8485476 65 Campmeeting Road 01 237 1 $239,000.00 27 90 Topsfield 01983 9 9.625 $35,700.15 6/1/18 2 764 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2659282 North MI 180 14 $17,000.00 7/22/98 $26,566.00 8497729 1585 Foley 02 178 1 $85,000.00 15 Yosilanti 48198 6 52 $16,957.92 2 716 9.72 7/26/13 2659284 Meagher MI 120 14 $15,000.00 7/27/98 $74,711.00 8499733 8140 Emberly Drive 02 118 1 $120,000.00 20 Jenison 49428 5 10.17 75 $14,927.13 7/30/08 2 668 2659286 Tolentino CA 181 14 $33,000.00 6/16/98 $232,000.00 8497620 2551 Freeborn Street 01 178 1 $295,000.00 41 Duarte 91010 6 14.75 90 $32,820.15 7/1/13 2 682 2659287 Salgado CA 180 09 $57,500.00 6/2/98 $460,000.00 8473969 31562 Via Dulcinea 01 177 1 $575,000.00 48 San Juan 92675 7 11.325 90 $56,484.29 6/1/13 2 684 2659288 Maclellan MA 240 14 $20,000.00 7/3/98 $227,000.00 8485492 105 Granite Street 01 238 1 $337,000.00 47 Medfield 02052 9 9.5 74 $19,943.58 7/1/18 2 787 2659293 Bhattacharjee VA 181 09 $30,200.00 6/30/98 $241,600.00 8486755 14085 Eagle Chase Circle 01 178 1 $303,045.00 33 Chantilly 20151 7 90 $30,166.88 7/1/13 2 739 9 2659351 Towle CA 181 14 $38,100.00 6/9/98 $304,800.00 01 8485500 206 South Bayview Avenue 178 1 $381,000.00 24 Sunnyvale 94086 7 9 90 $38,058.22 7/1/13 2 725 2659360 Horn MI 180 14 $20,000.00 7/8/98 $40,062.86 8485831 33714 Somerset Street 02 178 1 $95,000.00 41 Westland 48186 6 9.07 64 $19,701.21 7/12/13 2 670 2659370 Kehner MA 181 04 $15,500.00 6/29/98 $116,250.00 8485534 121 Charles Street Unit 01 178 1 $155,000.00 28 Boston 02114 7 9.625 85 $15,485.08 7/1/13 2 796 2659382 Glaser CA 181 14 $45,500.00 6/19/98 $364,000.00 8481350 2715 West 233rd Street 01 178 1 $455,000.00 45 Torrance 90505 6 10.875 90 $45,296.59 7/1/13 2 776 2659389 Graves AL 121 14 $19,500.00 7/14/98 $167,000.00 8531444 5351 Jane Road 02 119 1 $190,000.00 38 Millbrook 36054 5 11.7 99 $19,303.01 8/1/08 2 756 2659398 Peterson AZ 181 14 $29,500.00 7/14/98 $217,500.00 1811 East Washington 02 179 1 $260,000.00 25 8521445 Gilbert 85234 7 10.35 95 $29,487.89 8/1/13 2 737 2659400 Buck CA 181 09 $36,150.00 6/19/98 $192,000.00 8479792 5475 Cerro Sur 01 178 1 $241,000.00 28 95 Richmond 94803 7 10.05 $36,118.22 7/1/13 2 758 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2659402 Baird MA 180 14 $49,000.00 7/2/98 $392,000.00 8485559 70 Washington Street 01 178 1 $490,000.00 27 Sherborn 01770 7 90 $48,916.97 2 725 8.875 7/1/13 2659404 Fesko NJ 181 14 $35,000.00 7/2/98 $168,000.00 8468225 47 S Franklin Turnpike 02 179 1 $210,000.00 44 Ramsey 07446 6 10.9 97 $34,922.31 8/1/13 2 721 2659408 Wilson NV 181 14 $34,000.00 7/1/98 $267,000.00 8469793 525 Sable CIR 02 179 1 $335,000.00 45 Verdi 89439 6 10.9 90 $33,924.52 8/1/13 2 664 2659409 Stewart CA 182 14 $14,400.00 6/29/98 $96,000.00 8468621 2230 N AVE 02 179 1 $138,000.00 28 Chico 95926 6 9.525 80 $14,363.71 8/1/13 2 720 2659411 Litchfield FL 181 09 $20,000.00 7/8/98 $201,777.00 8468654 1164 South Egret Circle 01 179 1 $253,210.00 29 Jupiter 33458 6 9.275 88 $19,948.44 8/1/13 2 782 2659412 Padgett NC 180 14 $14,900.00 7/2/98 $59,600.00 8469934 723 W Graham ST 02 178 1 $74,500.00 41 Shelby 28150 7 100 $14,818.62 7/1/13 2 716 10.025 2659415 Richter WI 180 14 $15,600.00 7/2/98 $83,000.00 02 8468456 6323 60th AVE 178 1 $104,000.00 38 Kenosha 53142 6 10.775 95 $15,529.61 7/1/13 2 769 2659417 Suarez FL 181 14 $24,000.00 7/2/98 $216,000.00 8468514 3101 SouthWest 22nd Avenue 02 179 1 $240,000.00 29 Miami 33133 6 11.275 100 $23,948.56 8/1/13 2 725 2659420 Miller Jr CA 182 14 $25,000.00 6/29/98 $240,000.00 8468340 34 Los Alondras CT 02 179 1 $300,000.00 30 Novato 94947 6 12.525 89 $23,309.45 8/1/13 2 628 2659421 Mumford NJ 180 14 $50,000.00 7/2/98 $0.00 8468357 611 S Edgemere DR 02 178 1 $270,000.00 25 Ocean Township 07711 6 10.4 19 $49,766.46 7/1/13 1 792 2659423 Habr CA 181 14 $60,000.00 6/25/98 $320,000.00 8484784 2504 23rd ST 01 178 1 $400,000.00 45 Santa Monica 90405 6 10.4 95 $59,719.75 7/1/13 2 729 2659426 Olsen UT 181 14 $10,000.00 7/13/98 $120,450.00 1938 South 3200 West 02 179 1 $140,000.00 39 8481228 Young Ward 84339 6 10.5 94 $9,976.50 8/1/13 2 717 2659435 Goulding CA 181 14 $35,000.00 6/22/98 $170,000.00 8530792 15893 Egret Drive 02 178 1 $249,000.00 45 100 Tracy 95376 7 11.375 $34,862.89 7/1/13 2 673 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2659436 Janis UT 181 04 $19,290.00 7/14/98 $102,890.00 8484065 282 West 960 South 01 179 1 $129,000.00 37 Provo 84601 7 95 $19,280.16 2 752 9.325 8/1/13 2659496 Sepulveda CA 181 15 $21,000.00 8/3/98 $290,600.00 8539181 1815- 1817 Oak Avenue 02 180 1 $390,000.00 39 Redwood City 94061 7 8.6 80 $20,987.53 9/1/13 2 717 2659499 Gonzalez CA 181 14 $10,000.00 7/15/98 $135,200.00 8521924 16173 Wedgeworth Drive 02 179 1 $169,000.00 35 Hacienda Heights 91745 6 10.025 86 $9,951.66 8/1/13 2 714 2659500 WOLF CA 181 09 $50,000.00 7/8/98 $284,000.00 8520595 1471 Cresthaven Lane 01 179 1 $355,000.00 28 San Jose 95118 7 10.65 95 $49,961.35 8/1/13 2 706 2659502 Reid FL 181 14 $17,600.00 7/8/98 $94,000.00 8497042 2117 SouthWest Larchmont 02 179 1 $117,500.00 44 Port St. Lucie 34984 6 13.15 95 $17,568.45 8/1/13 2 653 2659503 Phillips CA 181 14 $49,500.00 7/1/98 $264,000.00 8492910 1433 Bouret Drive 01 179 1 $330,000.00 41 San Jose 95118 7 95 $49,479.90 8/1/13 2 772 10.4 2659504 Morin CA 181 14 $33,000.00 7/2/98 $165,000.00 01 8496820 10261 Shoreham Court 179 1 $220,000.00 41 San Jose 95127 6 10.15 90 $32,921.47 8/1/13 2 692 2659505 Lim CA 181 14 $36,500.00 7/8/98 $292,000.00 8520645 1429 Inwood Court 01 179 1 $365,000.00 40 Campbell 95008 6 9.65 90 $36,409.07 8/1/13 2 696 2659506 Lilliston CA 181 14 $42,700.00 7/8/98 $228,000.00 8520819 848 Cedar Street 01 179 1 $285,000.00 41 Alameda 94501 6 10.65 95 $40,792.56 8/1/13 2 711 2659507 Grimsby CA 182 14 $100,000.00 6/29/98 $245,000.00 8519217 2390 Stanton Hill Road 01 179 1 $352,351.00 44 Castro Valley 94546 7 10.95 98 $99,662.50 8/1/13 2 733 2659508 Espil OR 181 14 $31,500.00 7/15/98 $107,455.00 8491151 1455 SouthWest 205th Place 02 179 1 $150,000.00 28 Aloha 97006 7 11.95 93 $31,490.89 8/1/13 2 665 2659509 Garcia CA 181 14 $16,700.00 7/6/98 $136,000.00 549 Cherokee Court 01 179 1 $170,000.00 36 8496614 Salinas 93906 6 10.15 90 $16,660.26 8/1/13 2 717 2659510 Cai CA 181 14 $37,500.00 7/8/98 $200,000.00 8541450 1872 Crinan Drive 01 179 1 $250,000.00 40 95 San Jose 95122 6 11.65 $37,149.70 8/1/13 2 763 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2659512 Brooks UT 181 14 $16,500.00 7/8/98 $82,500.00 8496986 30 East Alpine Drive 02 179 1 $110,000.00 37 Pleasant Grove 84062 6 90 $16,465.05 2 651 11.4 8/1/13 2659521 Hinton CA 181 15 $46,000.00 7/15/98 $285,000.00 8526170 1245 And 1245 1/2 Appleton 02 179 1 $380,000.00 25 (Venice Area) Los 90291 6 9.4 88 $45,882.76 8/1/13 2 712 2659538 Melchor NM 181 RFC01 $37,700.00 7/13/98 $96,035.00 8492001 2928 Alamosa Drive 02 179 1 $150,000.00 45 Santa Fe 87505 6 12.59 90 $37,628.66 8/1/13 2 669 2659539 Howard UT 181 14 $24,400.00 7/14/98 $121,850.00 8488538 2066 Belford Place 02 179 1 $162,500.00 30 St. George 84790 6 12.34 90 $24,352.71 8/1/13 2 664 2659564 Foster NY 181 14 $50,000.00 7/16/98 $450,000.00 8534042 9 Club Street 02 179 1 $800,000.00 38 Remsenburg 11960 7 9.95 63 $50,000.00 8/1/13 2 726 2659568 Augustine KS 181 14 $16,900.00 6/24/98 $66,124.00 8478828 3005 North Malloy Street 02 178 1 $88,500.00 36 Hutchinson 67502 6 94 $16,819.94 7/1/13 2 730 10.25 2659584 Albanese NJ 181 14 $30,000.00 8/3/98 $96,356.00 02 8538225 131 Clubhouse Road 180 1 $160,000.00 42 Brick 08723 6 8.875 79 $30,000.00 9/1/13 2 741 2659628 Cutter CA 181 14 $49,050.00 5/21/98 $261,600.00 8483224 1454 Inwood Court 01 177 1 $327,000.00 38 Campbell 95008 7 10.25 95 $48,986.37 6/1/13 2 724 2659629 Nice CA 181 09 $33,450.00 4/1/98 $267,850.00 8483232 218 South Laural Avenue 01 176 1 $334,820.00 27 Brea 92821 7 10 90 $33,238.79 5/1/13 2 746 2659630 Bradley CA 181 14 $63,500.00 5/12/98 $250,000.00 8483240 2640 Janin Way 01 177 1 $330,000.00 41 Solvang 93463 7 10 95 $63,415.02 6/1/13 2 667 2659631 Johnson CA 181 14 $24,000.00 4/10/98 $165,000.00 8483257 2437 Acton Street 01 176 1 $215,000.00 29 Berkeley 94702 7 9.5 88 $23,940.01 5/1/13 2 710 2659632 Thompson GA 181 14 $17,900.00 4/15/98 $95,600.00 160 Bainbridge Trail 01 176 1 $119,500.00 40 8483265 Roswell 30076 7 10.5 95 $17,668.53 5/1/13 2 711 2659633 Dhillon CA 181 14 $17,000.00 4/14/98 $227,150.00 8483273 507 Giles Way 01 176 1 $305,000.00 31 81 San Jose 95136 7 10.75 $16,327.78 5/1/13 2 702 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2659634 Camrud GA 180 09 $50,200.00 5/1/98 $432,000.00 8483281 8290 Grogans Ferry Road 01 176 1 $540,000.00 29 Atlanta 30350 7 90 $49,498.39 2 743 9.75 5/1/13 2659635 Salas CA 181 14 $43,700.00 5/21/98 $233,000.00 8483307 1312 Mokelumne Drive 01 177 1 $291,471.00 42 Antioch 94509 7 10.5 95 $43,647.45 6/1/13 2 769 2659636 Patti CA 181 14 $41,750.00 4/2/98 $170,587.00 8483059 4705 Curvado Circle 02 176 1 $225,000.00 38 Atascadero 93422 6 11.5 95 $41,381.83 5/1/13 2 694 2659637 Persaud CA 181 14 $84,750.00 4/24/98 $452,000.00 8483315 3123 Dona Susana Drive 01 176 1 $565,000.00 44 Studio City Area 91604 7 10.75 95 $84,620.62 5/1/13 2 707 2659638 Seeger CA 181 14 $150,000.00 5/26/98 $1,000,000.0 8483323 16671 Ashley Oaks 01 177 1 $1,450,000.00 24 Encino 91436 7 9.25 80 $149,764.92 6/1/13 2 707 2659639 Foy GA 181 09 $15,000.00 5/8/98 $144,800.00 8483331 7415 Tadworth Trace 01 177 1 $181,000.00 33 Cumming 30131 7 89 $14,013.37 6/1/13 2 677 12.75 2659642 Smits CA 181 14 $40,700.00 5/27/98 $217,100.00 01 8483364 1336 Oak Crest Way 177 1 $271,398.00 41 Antioch 94509 7 10 95 $40,645.55 6/1/13 2 736 2659644 Morrow CA 181 14 $89,000.00 5/15/98 $230,774.00 8483380 1649 Florida Street 02 177 1 $320,000.00 21 San Francisco 94110 7 12 100 $88,797.31 6/1/13 2 720 2659645 Filippi GA 181 09 $28,500.00 5/15/98 $152,200.00 8483398 225 Ascalon Court 01 177 1 $189,520.00 38 Alpharetta 30022 7 12.5 96 $28,477.89 6/1/13 2 649 2659646 Page CA 181 14 $36,250.00 4/1/98 $198,750.00 8483406 372 Mount Washington Way 01 176 1 $265,000.00 28 Clayton 94517 7 10.75 89 $35,564.94 5/1/13 2 705 2659647 Basso NV 181 14 $39,900.00 4/10/98 $319,200.00 8483414 902 Jennifer Street 01 176 1 $399,000.00 19 Incline Village 89451 7 9.875 90 $39,845.16 5/1/13 2 732 2659648 Lecompte AZ 181 09 $22,500.00 5/28/98 $112,500.00 1510 North Rancho Pueblo 01 177 1 $150,000.00 18 8483422 Tucson 85712 7 11 90 $22,475.72 6/1/13 2 751 2659649 Suwannath CA 181 04 $45,000.00 5/5/98 $240,000.00 8483430 441 North Oakhurst Drive 01 177 1 $300,000.00 40 95 Beverly Hills 90210 7 10.5 $44,945.89 6/1/13 2 761 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2659652 Stoklosa CA 181 04 $19,900.00 4/20/98 $106,300.00 8483455 9005 Alcosta Blvd Unit/Apt 01 176 1 $132,900.00 38 San Ramon 94583 7 95 $19,795.14 2 687 10.5 5/1/13 2659710 Houdek CA 181 14 $42,500.00 6/26/98 $149,772.00 8470759 7013 Via Padilla 02 178 1 $380,000.00 38 Carlsbad 92009 7 9.2 51 $42,455.27 7/1/13 2 675 2659745 Lambdin CA 181 09 $19,700.00 7/6/98 $157,600.00 8469447 4304 Annandale DR 01 179 1 $197,000.00 45 Stockton 95219 6 12.525 90 $19,486.87 8/1/13 2 632 2659746 Larson CA 181 14 $54,750.00 7/1/98 $292,000.00 8469686 14245 Marianopolis WAY 02 179 1 $365,000.00 46 San Diego 92129 6 11.9 95 $54,639.37 8/1/13 2 670 2659747 McLamore TX 181 15 $20,400.00 7/9/98 $81,600.00 8469496 12706 Old San Antonio RD 01 179 1 $102,000.00 45 Manchaca 78652 6 9.99 100 $20,350.74 8/1/13 2 719 2659748 Larijani OK 181 14 $44,100.00 7/9/98 $235,200.00 8469595 6724 E 106th PL 01 179 1 $294,000.00 49 Tulsa 74133 6 95 $44,009.82 8/1/13 2 643 11.775 2659750 Dickerson I I I CA 181 14 $70,200.00 7/1/98 $374,400.00 01 8469611 3417 Wade ST 179 1 $468,000.00 31 Los Angeles 90066 6 10.775 95 $70,042.34 8/1/13 2 759 2659751 Martin CA 181 RFC01 $36,000.00 7/1/98 $144,000.00 8469413 2213 Oak Creek LN 01 179 1 $180,000.00 28 Hayward 94541 6 10.525 100 $35,232.48 8/1/13 2 768 2659752 Morgan CA 181 14 $46,800.00 7/2/98 $249,650.00 8469421 4067 Pier Point 01 179 1 $312,115.00 41 Byron 94514 7 10.275 95 $46,780.48 8/1/13 2 723 2659760 Flanders CA 181 09 $66,000.00 7/2/98 $528,000.00 8469306 12317 Figtree ST 01 179 1 $660,000.00 45 San Diego 92131 7 10.275 90 $65,972.48 8/1/13 2 723 2659775 Roberts AL 181 14 $52,000.00 7/16/98 $78,000.00 8487456 215 Pin Oak Drive 02 179 1 $140,000.00 29 Madison 35758 6 11.7 93 $51,784.78 8/1/13 2 710 2659799 Madden CO 181 09 $36,610.00 7/27/98 $295,850.00 326 Thorn Apple Way 01 179 1 $370,000.00 38 8524019 Castle Rock 80104 7 9.5 90 $36,591.99 8/1/13 2 768 2659800 Hartman CA 181 14 $28,400.00 7/17/98 $227,150.00 8529232 3131 Druid Lane 01 179 1 $284,000.00 23 90 Los Alamitos 90720 6 9.9 $28,400.00 8/1/13 2 787 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2659818 Chimento CA 181 14 $28,075.00 7/9/98 $224,600.00 8484842 426 Paris Street 01 179 1 $280,750.00 47 San Francisco 94112 7 90 $28,063.85 2 749 10.5 8/1/13 2659821 Hagan CA 181 14 $30,500.00 6/17/98 $244,000.00 8479693 194 La Mesa Avenue 01 178 1 $305,000.00 43 Encinitas 92024 7 11.5 90 $30,078.49 7/1/13 2 653 2659839 Ashcraft CA 181 14 $37,500.00 7/16/98 $200,000.00 8497653 4706 Santa Lucia Drive 02 179 1 $250,000.00 43 Woodland Hills 91364 7 10.85 95 $37,412.84 8/1/13 2 702 2659840 Schweitzer CA 181 14 $40,500.00 7/14/98 $216,000.00 8530842 12528 Albers Street 01 179 1 $270,000.00 22 Los Angeles 91607 7 10.125 95 $40,482.55 8/1/13 2 742 2659846 Azbill VA 181 14 $45,150.00 7/16/98 $240,800.00 8492308 16935 Ketoctin Church Road 01 179 1 $311,000.00 41 Purcellville 20132 7 10.875 92 $190.95 8/1/13 2 751 2659859 Heath CA 181 09 $33,250.00 7/13/98 $266,200.00 8523912 200 Melissa Circle 01 179 1 $332,757.00 39 Daly City 94014 7 90 $33,236.34 8/1/13 2 749 10.345 2659861 Man CA 181 09 $57,300.00 7/6/98 $458,400.00 01 8497935 7606 Carmenita Lane 179 1 $573,000.00 31 Los Angeles 91304 6 10.25 90 $57,164.90 8/1/13 2 729 2659864 Browne NJ 182 14 $30,000.00 6/30/98 $162,400.00 8483877 35 Campbell Street 02 179 1 $220,000.00 45 Waldwick 07463 7 11 88 $29,775.00 8/1/13 2 643 2659867 Marti CA 181 14 $62,700.00 7/16/98 $146,300.00 8493082 803 North Muirfield Avenue 01 179 1 $209,000.00 38 Simi Valley 93065 6 11.175 100 $62,564.33 8/1/13 2 689 2659871 Umana CA 181 14 $10,700.00 6/19/98 $171,200.00 8488470 956 Adelante Avenue 01 178 1 $214,000.00 38 Los Angeles 90042 6 10.25 85 $10,649.32 7/1/13 2 756 2659877 Brown CA 121 14 $23,800.00 7/2/98 $127,200.00 8487530 11920 Avenida Marcella 02 119 1 $159,000.00 35 El Cajon 92019 5 11.05 95 $23,669.16 8/1/08 2 737 2659878 Jones CA 181 04 $28,400.00 7/8/98 $151,750.00 508-B Bannister Way 01 179 1 $189,700.00 32 8487555 Simi Valley 93065 7 10.75 95 $28,384.42 8/1/13 2 689 2659879 Jones CA 181 04 $36,750.00 7/16/98 $294,000.00 8493793 470 Corbett Avenue 01 179 1 $367,500.00 32 90 San Francisco 94114 7 10.4 $36,735.08 8/1/13 2 760 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2659880 Legault CA 181 14 $35,200.00 7/8/98 $281,600.00 8523573 4071 Blacow Street 01 179 1 $352,000.00 35 Pleasanton 94566 7 90 $35,183.57 2 737 9.75 8/1/13 2659907 Bennett ID 181 14 $30,000.00 7/17/98 $122,863.00 8492076 366 West Bloomington Drive 02 179 1 $171,500.00 40 Meridian 83642 6 10.59 90 $29,931.45 8/1/13 2 697 2659915 Manu VA 181 09 $31,000.00 6/26/98 $248,000.00 8540353 12825 Piney Point Place 01 178 1 $310,000.00 24 Herndon 20170 6 8.25 90 $30,824.14 7/1/13 2 737 2659953 Begnell CA 181 09 $41,200.00 7/20/98 $220,000.00 8501793 2927 Bonanza 01 179 1 $275,000.00 43 San Clemente 92673 7 11.5 95 $41,200.00 8/1/13 2 680 2659974 Safai GA 181 04 $36,400.00 7/22/98 $40,000.00 8521742 22 Lake Edge Drive 02 179 1 $80,500.00 25 Smyrna 30080 7 12.82 95 $36,391.33 8/1/13 2 646 2659991 Lovato NM 181 14 $38,000.00 7/6/98 $149,772.00 8470973 1929 Robertson Sw RD 02 179 1 $214,000.00 22 Albuquerque 87105 6 88 $37,908.53 8/1/13 2 744 10.025 2659992 Angell CA 181 09 $54,000.00 7/7/98 $126,000.00 01 8470981 2237 Indian Wells CT 179 1 $180,000.00 47 Sacramento 95833 7 10.9 100 $53,980.32 8/1/13 2 721 2659993 Gorny IN 181 14 $37,200.00 7/6/98 $86,800.00 8470999 1310 Darien Court 02 179 1 $124,000.00 33 Mishawaka 46544 6 11.775 100 $37,115.03 8/1/13 2 686 2659994 Lee, Jr AL 181 14 $11,000.00 7/6/98 $113,900.00 8471013 104 Hornet CT 02 179 1 $134,000.00 43 Madison 35758 6 11.275 94 $10,976.42 8/1/13 2 708 2659995 Donnelly NJ 181 04 $10,000.00 7/10/98 $66,000.00 8482671 174 Penn CT 01 179 1 $85,111.00 41 Old Bridge 07747 6 10.025 90 $9,975.93 8/1/13 2 760 2659996 Richards CA 181 14 $44,200.00 7/8/98 $176,800.00 8475154 9674 Saluda (tujunga Area) 01 179 1 $221,000.00 48 Los Angeles 91042 7 10.4 100 $44,182.06 8/1/13 2 731 2659997 Kulpa FL 181 14 $20,000.00 7/6/98 $44,530.00 111 Beechwood LN 02 179 1 $70,000.00 35 8470866 Palm Coast 32137 6 10.025 93 $19,851.85 8/1/13 2 729 2659999 Naranjo CO 181 14 $35,800.00 7/6/98 $143,200.00 8470916 2701 Zenobia ST 02 179 1 $179,000.00 41 100 Denver 80212 7 10.65 $35,786.22 8/1/13 2 717 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2660000 Pio FL 181 14 $50,000.00 7/6/98 $273,851.00 8470924 6050 SW 55th PL 02 179 1 $375,000.00 38 Davie 33314 7 87 $49,979.69 2 650 10.4 8/1/13 2660001 Almog CA 181 14 $34,200.00 7/1/98 $216,974.00 8470940 46 Basswood AVE 02 179 1 $335,000.00 36 Agoura 91301 7 10.525 75 $34,186.48 8/1/13 2 690 2660002 Garcia Jr CA 182 14 $43,400.00 6/30/98 $173,600.00 8470767 662 Shelley ST 01 179 1 $217,000.00 40 Livermore 94550 7 11.525 100 $43,386.21 8/1/13 2 720 2660004 Carballo FL 181 14 $24,650.00 7/6/98 $111,200.00 8475147 5143 Sw 142nd Pl 02 179 1 $143,000.00 37 Miami 33175 6 11.275 95 $24,597.17 8/1/13 2 714 2660005 Ryzen CA 182 14 $61,500.00 6/30/98 $290,000.00 8470809 712 Arroyo Leon DR 02 179 1 $370,000.00 43 Half Moon Bay 94019 7 11.025 95 $61,478.19 8/1/13 2 712 2660006 Morgan CA 182 14 $35,000.00 6/29/98 $224,337.00 8470825 640 Lemon Hill Terrace 02 179 1 $285,000.00 27 Fullerton 92832 6 91 $34,915.75 8/1/13 2 715 10.025 2660007 Gifford CA 181 14 $27,000.00 7/2/98 $149,600.00 02 8470783 4421 Steele ST 179 1 $187,000.00 49 Oakland 94619 7 10.275 95 $26,931.19 8/1/13 2 711 2660008 Ohab CA 182 09 $20,475.00 6/30/98 $102,375.00 8470684 13002 Mew CIR 01 179 1 $136,500.00 26 Corona 91719 6 9.775 90 $20,424.57 8/1/13 2 769 2660017 Dreyer PA 181 14 $39,000.00 6/29/98 $208,000.00 8470627 160 Clearview Avenue 01 178 1 $260,000.00 21 Huntingdon Valley 19006 6 10.75 95 $38,823.62 7/1/13 2 688 2660018 D'Lugos VA 181 14 $38,250.00 6/29/98 $204,000.00 8470650 1311 Caroline Street 01 178 1 $255,000.00 20 Fredericksburg 22401 7 10.125 95 $38,216.91 7/1/13 2 789 2660032 Dill CA 181 14 $39,000.00 7/6/98 $218,000.00 8485740 21075 Paseo Vereda 02 179 1 $275,000.00 37 Lake Forest 92630 6 10.8 94 $38,912.61 8/1/13 2 700 2660033 Korns CA 181 14 $44,250.00 7/17/98 $236,000.00 1656 Gaywood Drive 01 179 1 $295,000.00 47 8496721 Altadena 91001 7 10.675 95 $44,233.06 8/1/13 2 725 2660048 Kerns CA 181 14 $62,000.00 6/24/98 $227,150.00 8490633 1367 Santa Fe Drive 01 178 1 $350,000.00 43 83 San Jose 95118 6 10.5 $61,713.05 7/1/13 2 685 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2660054 Scherck CA 181 04 $28,000.00 7/13/98 $224,000.00 8519373 240 Bay Vista Circle 01 179 1 $280,000.00 28 Sausalito 94965 7 90 $28,000.00 2 649 11.5 8/1/13 2660061 Hopkins CA 181 14 $14,000.00 7/13/98 $176,000.00 8521437 1625 Eighteenth Street 01 179 1 $220,000.00 44 Los Osos 93402 6 9.875 87 $13,965.83 8/1/13 2 752 2660068 Miller MD 181 14 $22,500.00 6/15/98 $191,250.00 8471484 7 Emerson Road 01 178 1 $225,000.00 35 Severna Park 21146 7 9.85 95 $22,479.35 7/1/13 2 715 2660073 Gunnell UT 61 14 $16,200.00 7/16/98 $77,308.00 8488082 785 Park Drive 02 59 1 $104,000.00 25 Hyrum 84319 4 10 90 $15,895.00 8/1/03 2 709 2660092 Fisher MD 181 RFC01 $14,900.00 6/30/98 $126,950.00 8474025 1429 Anna Marie Court 01 178 1 $152,000.00 40 Annapolis 21401 7 9.25 94 $14,884.48 7/1/13 2 755 2660097 Blocker III MD 181 09 $27,350.00 6/26/98 $232,850.00 8473928 10204 Waterwell Way 01 178 1 $273,975.00 27 Laurel 20708 7 95 $27,324.38 7/1/13 2 717 9.75 2660098 Gatzke CA 181 14 $50,500.00 7/9/98 $269,600.00 01 8542086 15107 Joanne Avenue 179 1 $337,000.00 39 San Jose 95127 7 10.92 95 $50,481.68 8/1/13 2 709 2660100 Walmsley VA 181 09 $33,650.00 6/26/98 $179,600.00 8482606 11721 Old Bayberry Lane 01 178 1 $224,500.00 30 Reston 22094 6 9.5 95 $33,479.36 7/1/13 2 749 2660103 Patterson CA 181 14 $26,200.00 6/22/98 $88,800.00 8471567 1028 South Pleasant Avenue 02 178 1 $115,000.00 40 Lodi 95240 6 11.49 100 $26,089.40 7/1/13 2 683 2660106 Grix CA 181 14 $37,500.00 7/21/98 $200,000.00 8522062 3940 United Road 01 179 1 $250,000.00 29 Agoura Hills 91301 7 12.35 95 $36,125.71 8/1/13 2 643 2660113 Lander MD 181 14 $23,450.00 6/26/98 $199,650.00 8473621 11214 Peartree Way 01 178 1 $234,900.00 28 Columbia 21044 6 9.87 95 $23,392.74 7/1/13 2 755 2660115 Mazaris VA 181 14 $67,350.00 6/24/98 $359,200.00 47284 Grandview Place 01 178 1 $449,000.00 38 8482192 Sterling 20165 7 11.25 95 $67,281.13 7/1/13 2 626 2660116 Schmidt MD 181 14 $14,500.00 6/26/98 $123,250.00 8473332 4008 Logan Court 01 178 1 $145,000.00 31 95 Pasadena 21122 7 9.25 $14,384.52 7/1/13 2 724 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2660255 Walker DC 181 04 $27,100.00 6/29/98 $216,900.00 8478737 1&2 Logan Circle NorthWest 01 178 1 $271,165.00 20 Washington 20005 6 90 $26,957.81 2 772 9.125 7/1/13 2660262 Grane VA 181 16 $23,700.00 6/29/98 $126,400.00 8479156 918 Second Street 01 178 1 $158,000.00 29 Alexandria 22314 6 10 95 $23,585.16 7/1/13 2 742 2660264 Hashimoto CA 181 14 $52,500.00 6/23/98 $280,000.00 8473712 6622 Woodbridge Road East 01 178 1 $350,000.00 29 Acampo 95220 6 10.8 95 $52,263.66 7/1/13 2 779 2660268 Carnegie CA 181 14 $44,300.00 6/25/98 $354,300.00 8490757 4249 Candleberry Avenue 01 178 1 $442,900.00 33 Seal Beach 90740 6 10.5 90 $44,094.95 7/1/13 2 672 2660269 Wagner MD 181 14 $28,200.00 6/26/98 $150,400.00 8481848 6807 Woodland Avenue 01 178 1 $188,000.00 20 Takoma Park 20912 7 9.75 95 $28,173.59 7/1/13 2 756 2660273 Lee LA 181 14 $14,250.00 6/30/98 $76,000.00 8474074 25680 Juban Road 01 178 1 $95,000.00 34 Denham Springs 70726 6 95 $14,183.42 7/1/13 2 694 10.625 2660275 Eskelson MD 181 14 $97,350.00 6/30/98 $519,200.00 01 8478703 4011 Glenridge Street 178 1 $649,000.00 42 Kensington 20895 7 9.125 95 $97,236.54 7/1/13 2 694 2660285 Gilles MD 181 14 $53,250.00 6/26/98 $284,000.00 8473878 15618 Blackberry Drive 01 178 1 $355,000.00 27 North Potomac 20878 7 10.5 95 $53,107.49 7/1/13 2 766 2660287 Hansen VA 181 14 $200,000.00 5/15/98 $650,000.00 8479198 2254 Winchester Road 01 177 1 $1,700,000.00 24 Delaplane 20144 7 9.75 50 $199,717.79 6/1/13 2 685 2660289 Martinelli CA 181 14 $31,200.00 6/13/98 $166,850.00 8474363 1605 Peninsula Court 01 178 1 $208,601.00 41 Rocklin 95765 6 10.675 95 $31,057.91 7/1/13 2 772 2660290 Brandt MO 181 14 $17,750.00 7/24/98 $52,955.24 8527863 5112 State Road A 02 179 1 $71,000.00 41 Washington 63090 6 10.97 100 $17,750.00 8/1/13 2 711 2660291 Hensley MD 180 09 $64,800.00 6/5/98 $345,600.00 110 Treehaven Street 01 177 1 $432,000.00 45 8479214 Gaithersburg 20878 7 9.25 95 $64,698.45 6/1/13 2 735 2660292 Bernard VA 180 04 $17,250.00 6/3/98 $92,000.00 8478794 7621 Provinical Drive 01 177 1 $115,000.00 36 95 McLean 22102 7 9.875 $17,226.29 6/1/13 2 714 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2660293 Shvadskiy MD 181 14 $26,700.00 6/25/98 $226,950.00 8473910 6420 Empty Song Road 01 178 1 $268,000.00 26 Columbia 21044 7 95 $26,477.20 2 704 10.37 7/1/13 2660294 Champagne DC 181 16 $35,250.00 6/30/98 $188,000.00 8478687 1342 T Street NorthWest 01 178 1 $235,000.00 40 Washington 20009 7 9.75 95 $35,216.98 7/1/13 2 696 2660296 Hurwitz VA 181 09 $46,350.00 6/29/98 $247,350.00 8495426 1328 Murray Downs Way 01 178 1 $309,210.00 41 Reston 20194 7 9.75 95 $46,306.57 7/1/13 2 751 2660353 Kupke MD 180 14 $79,650.00 6/2/98 $424,800.00 8479172 26 Grey Pebble Court 01 177 1 $531,000.00 12 Darnestown 20874 7 9.125 95 $79,521.86 6/1/13 2 691 2660354 Valencia CA 181 14 $15,000.00 7/17/98 $120,000.00 8538043 17235 Bivens Place 01 179 1 $150,000.00 28 Grass Valley 95949 7 10.875 90 $14,771.83 8/1/13 2 666 2660357 Cheng CA 181 14 $43,950.00 7/6/98 $351,800.00 8474207 3721 Benton ST 01 179 1 $439,750.00 43 Santa Clara 95051 7 90 $43,931.67 8/1/13 2 785 10.275 2660360 Pentecost VA 181 16 $79,000.00 7/8/98 $238,042.00 02 8475220 323 N Saint Asaph ST 179 1 $335,000.00 37 Alexandria 22314 6 10.775 95 $78,822.57 8/1/13 2 739 2660361 Olarte CA 181 14 $21,750.00 7/6/98 $116,000.00 8475238 141 Coloma WAY 02 179 1 $145,000.00 37 Vallejo 94589 6 10.025 95 $21,750.00 8/1/13 2 757 2660362 Williams NJ 181 14 $91,500.00 7/13/98 $213,500.00 8475253 60 Navesink DR 01 179 1 $305,000.00 44 Monmouth Beach 07750 7 11.65 100 $91,471.71 8/1/13 2 740 2660363 Hall CA 181 14 $37,500.00 7/6/98 $200,000.00 8475014 1488 Arlington RD 01 179 1 $250,000.00 38 Livermore 94550 7 10.4 95 $37,484.76 8/1/13 2 761 2660364 Hanson Jr. PA 181 14 $11,900.00 7/8/98 $100,900.00 8475055 R R 4 Box 4870 02 179 1 $118,800.00 51 East Stroudsburg 18301 6 11.775 95 $11,875.67 8/1/13 2 674 2660365 Kingry WA 181 14 $114,000.00 7/8/98 $456,000.00 21822 210th South AVE 02 179 1 $570,000.00 45 8475287 Maple Valley 98038 7 11.275 100 $113,961.72 8/1/13 2 733 2660366 Tucker Jr CA 181 14 $41,200.00 7/9/98 $329,600.00 8475261 10687 Celeo LN 01 179 1 $412,000.00 50 90 San Jose 95127 7 10.65 $41,115.65 8/1/13 2 666 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2660367 Freeman CA 181 14 $10,000.00 7/7/98 $104,000.00 8475162 19225 N Jack Tone RD 02 179 1 $130,000.00 45 Lockeford 95237 6 88 $10,000.00 2 694 10.275 8/1/13 2660368 Weeks, III FL 181 14 $67,200.00 7/8/98 $156,800.00 8474918 740 SW 61st AVE 02 179 1 $224,000.00 40 Plantation 33317 7 11.775 100 $67,179.79 8/1/13 2 685 2660370 Bossi CA 181 14 $25,000.00 7/2/98 $236,000.00 8474975 6407 Rainier AVE 02 179 1 $295,000.00 46 Rocklin 95677 6 13.025 89 $24,954.35 8/1/13 2 624 2660371 Hugghins NM 181 09 $35,400.00 7/10/98 $82,600.00 8474991 1517 Colonial Parkway 01 179 1 $118,000.00 46 Clovis 88101 6 13.025 100 $35,335.76 8/1/13 2 680 2660378 Buff Jr WA 181 14 $16,000.00 7/1/98 $112,700.00 8474793 85 Hylebos CT 02 179 1 $143,000.00 44 Milton 98354 6 10.775 90 $15,964.07 8/1/13 2 708 2660384 Fisher NJ 181 14 $50,000.00 7/7/98 $364,800.00 8474355 615 Northumberland RD 02 179 1 $456,000.00 45 Teaneck 07666 6 91 $49,795.83 8/1/13 2 653 11.9 2660385 Ray MS 181 14 $30,000.00 7/8/98 $50,786.00 02 8474397 130 Calhoun Ave 179 1 $102,000.00 37 Yazoo City 39194 6 9.65 80 $29,925.26 8/1/13 2 688 2660386 Byer CA 181 14 $11,000.00 7/7/98 $157,200.00 8475279 601 Alhambra ST 02 179 1 $196,500.00 44 Crockett 94525 6 8.9 86 $11,000.00 8/1/13 2 709 2660390 Orens CA 181 14 $47,000.00 7/1/98 $277,309.00 8474280 1373 Caulfield CT 02 179 1 $370,000.00 28 Riverside 92506 6 9.775 88 $46,884.24 8/1/13 2 731 2660391 Harris MD 181 09 $49,000.00 7/8/98 $194,400.00 8474298 19413 Penrod Terrace 02 179 1 $243,550.00 43 Germantown 20874 7 11.25 100 $48,983.46 8/1/13 2 680 2660392 Porter AL 181 14 $33,500.00 7/8/98 $60,000.00 8474306 25873 Austin RD 02 179 1 $98,500.00 28 Daphne 36526 6 9.9 95 $33,418.43 8/1/13 2 690 2660395 Bustamante CA 181 RFC01 $27,000.00 7/8/98 $107,000.00 25789 Player (valencia 01 179 1 $134,000.00 39 8474181 Santa Clarita 91355 7 11.525 100 $26,991.42 8/1/13 2 704 2660396 Yoo MI 181 14 $25,700.00 7/8/98 $65,500.00 8474231 2500 Artisan 02 179 1 $96,000.00 49 95 Lansing 48910 6 12.775 $25,652.23 8/1/13 2 656 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2660398 Lewis DC 181 14 $54,300.00 7/13/98 $289,600.00 8481293 3027 Chestnut ST 01 179 1 $362,000.00 40 Washington 20015 7 95 $54,300.00 2 722 9.9 8/1/13 2660401 Ramcharan VA 181 14 $33,700.00 6/23/98 $179,900.00 8478620 7516 Candy Taft Court 01 178 1 $225,000.00 46 Springfield 22153 7 9 95 $33,663.04 7/1/13 2 744 2660406 Pentz MD 181 09 $20,000.00 6/19/98 $170,000.00 8474561 108 Yellowtwig Lane 01 178 1 $200,000.00 34 Annapolis 21401 7 10.75 95 $19,984.87 7/1/13 2 647 2660407 Orms VA 181 14 $34,750.00 6/26/98 $185,500.00 8478604 5940 Free States Road 01 178 1 $231,900.00 38 Marshall 20115 7 10.25 95 $34,705.89 7/1/13 2 681 2660408 Roberts CA 181 14 $60,000.00 7/21/98 $299,000.00 8523904 9500 Encino Avenue 01 179 1 $400,000.00 37 Northridge 91325 6 10.175 90 $59,857.54 8/1/13 2 756 2660414 Kugler MD 181 14 $189,000.00 6/22/98 $567,000.00 8479123 2601 Gold Mine Road 01 178 1 $756,000.00 36 Brookeville 20833 7 100 $188,731.74 7/1/13 2 700 9.75 2660420 Wesley WA 181 14 $30,000.00 7/6/98 $143,200.00 02 8493645 11619 SouthEast 58th 179 1 $179,000.00 29 Bellevue 98006 7 12 97 $29,991.42 8/1/13 2 681 2660422 Keenaghan CA 181 09 $43,500.00 6/24/98 $232,000.00 8474082 2363 Gypsum Court 01 178 1 $290,000.00 39 Chino 91709 6 9.875 95 $43,286.79 7/1/13 2 727 2660427 Klause VA 181 14 $33,300.00 6/30/98 $177,600.00 8479149 1152 Kettle Pond Lane 01 178 1 $222,000.00 33 Great Falls 22066 7 9.75 95 $33,268.80 7/1/13 2 741 2660430 Grensing, Jr. ID 180 14 $30,000.00 7/16/98 $83,984.00 8493991 9687 Pattie Ct 02 178 1 $148,000.00 44 Boise 83704 6 10.05 78 $29,927.95 7/21/13 2 734 2660433 Hobbs WA 181 14 $56,000.00 7/8/98 $210,000.00 8491144 276 Briar Road 02 179 1 $280,000.00 31 Bellingham 98225 6 10.05 95 $55,865.51 8/1/13 2 748 2660436 Rezkalla CA 181 14 $35,000.00 6/23/98 $280,000.00 540 Sierra Meadows Drive 01 178 1 $350,000.00 33 8475428 Sierra Madre 91024 7 9.925 90 $34,778.05 7/1/13 2 724 2660437 Baker CA 181 14 $85,600.00 6/26/98 $227,150.00 8476012 20132 Swansea Lane 01 178 1 $347,500.00 35 90 Huntington Beach 92646 6 11 $85,221.75 7/1/13 2 684 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2660439 Matson ID 180 14 $30,000.00 7/17/98 $107,763.00 8495749 1620 Targhee Street 02 178 1 $177,000.00 41 Mountain Home 83647 6 78 $29,851.28 2 735 9.75 7/22/13 2660443 Wong- Yu CA 181 14 $32,900.00 7/17/98 $271,600.00 8500134 4014 West 234th Place 01 179 1 $339,500.00 32 Torrance 90505 6 9.525 90 $32,767.09 8/1/13 2 767 2660446 Masri CA 181 14 $44,800.00 5/5/98 $358,400.00 8475071 321 Hillcrest Boulevard 01 177 1 $448,000.00 45 Arcadia 91006 6 10.475 90 $44,486.92 6/1/13 2 683 2660448 Hawks CA 181 14 $80,800.00 7/22/98 $431,200.00 8529265 42 The Colonnade 01 179 1 $550,000.00 42 Long Beach 90803 7 10.725 94 $80,769.42 8/1/13 2 685 2660459 Renner CA 181 14 $34,350.00 7/17/98 $183,200.00 8500936 248 Melrose Avenue 01 179 1 $229,000.00 31 Monrovia 91016 6 10.5 95 $34,270.86 8/1/13 2 725 2660460 Scher DC 180 14 $44,550.00 7/2/98 $237,600.00 8478810 15 6th Street SouthEast 01 178 1 $300,000.00 33 Washington 20003 7 95 $44,512.48 7/1/13 2 695 10.25 2660461 Bagley UT 181 14 $15,250.00 7/16/98 $82,209.00 02 8487746 220 South 400 East Street 179 1 $122,500.00 37 Copperton 84006 6 9.15 80 $15,210.24 8/1/13 2 713 2660464 Rickard CA 181 14 $30,400.00 7/9/98 $162,400.00 8497158 9232 Pennywood Road 01 179 1 $203,000.00 37 Santee 92071 6 10.625 95 $30,237.62 8/1/13 2 748 2660465 Trozze MD 181 09 $21,650.00 6/30/98 $184,100.00 8474595 3 Woodbent Drive 01 178 1 $216,640.00 37 Severna Park 21146 7 9.82 95 $21,630.00 7/1/13 2 668 2660467 Lund MN 181 14 $80,500.00 7/14/98 $429,600.00 8497877 11745 Bass Lake Road 01 179 1 $537,000.00 40 Plymouth 55442 7 8.375 95 $80,449.96 8/1/13 2 751 2660475 Wise VA 181 14 $24,750.00 6/5/98 $132,000.00 8481798 854 North Abingdon Street 01 178 1 $165,000.00 31 Arlington 22203 7 8.625 95 $23,672.88 7/1/13 2 770 2660477 Dwinger CA 181 14 $28,500.00 6/4/98 $228,000.00 2228 East Coolridge Avenue 01 178 1 $285,000.00 45 8484727 Orange 92867 6 11.525 90 $28,380.09 7/1/13 2 647 2660480 Dinicola DC 181 04 $15,450.00 6/30/98 $82,400.00 8478760 2320 Wisconsin Avenue 01 178 1 $103,000.00 39 95 Washington 20007 7 9.75 $15,435.52 7/1/13 2 746 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2660482 Orozco CA 181 14 $19,500.00 7/17/98 $156,000.00 8498750 21319 Myler Street 01 179 1 $195,000.00 45 Torrance Area 90502 7 90 $19,491.09 2 745 9.85 8/1/13 2660484 Hileman AZ 181 14 $22,800.00 7/16/98 $84,400.00 8517997 271 South 16th Avenue 02 179 1 $112,900.00 26 Show Low 85901 7 11.85 95 $22,786.45 8/1/13 2 641 2660487 Gaenzle CT 180 14 $83,700.00 7/1/98 $446,400.00 8474611 19 Evergreen Avenue 01 178 1 $558,000.00 23 Westport 06880 7 9.625 95 $83,619.46 7/1/13 2 780 2660490 La Couture CA 181 14 $28,450.00 7/17/98 $172,000.00 8515801 2140 Osborne 01 179 1 $230,000.00 44 Hollister 95023 7 10.25 88 $28,438.07 8/1/13 2 710 2660491 Kohara HI 181 09 $30,000.00 7/23/98 $150,000.00 8530776 91-898 Oaniani Street 01 179 1 $200,000.00 25 Kapolei 96707 7 9.95 90 $29,986.58 8/1/13 2 721 2660492 Gerges CA 181 14 $19,900.00 7/17/98 $165,600.00 8524530 6742 Vanguard Avenue 01 179 1 $207,000.00 39 Garden Grove 92845 6 90 $19,837.64 8/1/13 2 728 9.525 2660493 Fennessy MD 181 14 $23,700.00 6/30/98 $126,400.00 01 8478877 12748 Scaggsville Road 178 1 $158,000.00 35 Highland 20777 7 9.75 95 $23,677.79 7/1/13 2 788 2660496 Appert CA 181 04 $60,000.00 7/17/98 $380,000.00 8529240 2504 Mackay Lane 01 179 1 $475,000.00 46 Redondo Beach 90278 7 10.475 93 $59,848.75 8/1/13 2 750 2660600 Tramont DC 181 04 $32,550.00 6/30/98 $173,600.00 8481772 2038 18th Street NorthWest 01 178 1 $217,000.00 28 Washington 20009 7 9.75 95 $32,519.52 7/1/13 2 753 2660602 Parker VA 181 14 $24,450.00 6/11/98 $130,400.00 8478851 2954 Strathmeade Street 01 178 1 $163,000.00 26 Falls Church 22042 6 8.75 95 $24,317.34 7/1/13 2 762 2660609 Rohde DC 181 16 $43,150.00 6/15/98 $230,150.00 8478836 222 Tenth Street SouthEast 01 178 1 $289,000.00 41 Washington 20003 7 10.25 95 $43,113.65 7/1/13 2 696 2660613 Raffaniello VA 180 14 $108,750.00 6/2/98 $580,000.00 1161 Old Gate Court 01 177 1 $725,000.00 31 8482614 McLean 22102 7 9.875 95 $108,344.89 6/1/13 2 694 2660615 O'Brien VA 181 09 $32,750.00 7/6/98 $174,800.00 8478471 5418 Gladewright Drive 01 179 1 $218,500.00 35 95 Centreville 20120 7 8.625 $32,730.66 8/1/13 2 750 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2660617 Ching CA 181 14 $28,400.00 6/1/98 $227,150.00 8475139 13324 Mesa Bluff Court 01 178 1 $284,000.00 41 Chino Hills 91709 6 90 $28,257.91 2 728 9.65 7/1/13 2660620 Somaiya VA 181 09 $42,000.00 6/30/98 $224,000.00 8481863 2645 Paddock Gate Court 01 178 1 $280,000.00 24 Herdon 20171 7 9.75 95 $41,960.66 7/1/13 2 721 2660623 Pearson VA 181 09 $35,700.00 6/24/98 $190,400.00 8478463 2662 Unicorn Court 01 178 1 $238,000.00 35 Herndon 20171 7 9 95 $35,660.85 7/1/13 2 745 2660625 Midcap CA 181 14 $32,900.00 6/17/98 $164,500.00 8475121 3813 Stanford Drive 01 178 1 $219,500.00 35 Oceanside 92054 6 10.8 90 $32,751.90 7/1/13 2 675 2660628 Lawmaster CA 61 RFC01 $10,000.00 6/26/98 $132,000.00 8486102 835 Whitefir Lane 01 58 1 $165,000.00 33 San Jose 95133 4 9.7 87 $9,406.26 7/1/03 2 746 2660630 Ren CA 181 14 $41,900.00 7/20/98 $335,200.00 8535361 1326 2nd Street 01 179 1 $419,000.00 16 Manhattan Beach 90266 7 90 $41,867.26 8/1/13 2 739 10.6 2660636 Marsh VA 181 14 $35,000.00 6/18/98 $186,800.00 01 8478448 607 Little Street 178 1 $233,500.00 31 Alexandria 22301 7 8.625 95 $34,958.51 7/1/13 2 747 2660638 Hanquist CA 181 14 $43,300.00 7/1/98 $231,150.00 8482267 6228 Ochs Rios Drive 01 179 1 $290,000.00 40 San Jose 95123 7 10.52 95 $43,282.87 8/1/13 2 711 2660642 Hunt NJ 180 14 $19,600.00 7/9/98 $78,400.00 8475741 914 Seventeenth Avenue 02 178 1 $98,000.00 30 Wall 07719 6 13 100 $19,528.30 7/14/13 2 761 2660645 Williams MD 181 14 $24,700.00 6/30/98 $131,900.00 8478422 3320 McComas Avenue 01 178 1 $164,900.00 20 Kensington 20895 6 9.75 95 $24,577.56 7/1/13 2 774 2660650 Richardson MI 61 14 $21,000.00 7/27/98 $49,320.75 8525727 3601 Karen 02 59 1 $75,000.00 39 Lansing 48911 4 12.97 94 $20,726.97 8/15/03 2 671 2660655 Davis CA 181 14 $51,700.00 6/15/98 $276,000.00 2090 Stonehill Circle 01 178 1 $345,000.00 27 8475113 Thousand Oaks 91360 6 10.15 95 $51,452.92 7/1/13 2 722 2660657 Dietz NM 181 14 $45,000.00 7/8/98 $360,000.00 8475766 13601 Sunset Canyon Drive 02 179 1 $450,000.00 36 90 Albuquerque 87111 6 9.525 $44,886.61 8/1/13 2 779 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2660661 Dodge TN 181 14 $12,000.00 7/9/98 $166,500.00 8475717 2425 Kanuga CT 02 179 1 $255,000.00 39 Sevierville 37862 6 70 $11,971.77 2 667 10.275 8/1/13 2660664 Grubaugh CA 181 14 $28,000.00 7/8/98 $179,620.00 8475535 5921 Palomar CIR 02 179 1 $260,000.00 37 Camarillo 93012 6 9.025 80 $27,926.17 8/1/13 2 738 2660668 Katke CA 181 09 $41,650.00 7/9/98 $333,300.00 8475634 31242 Avenida Madrid 01 179 1 $416,657.00 25 San Juan 92675 6 9.525 90 $40,980.60 8/1/13 2 753 2660670 Billeci NJ 181 14 $50,000.00 7/9/98 $155,797.00 8475436 41 Windsor WAY 02 179 1 $415,000.00 35 Berkeley Heights 07922 6 9.9 50 $49,878.25 8/1/13 2 766 2660671 Curry CA 181 09 $137,000.00 7/8/98 $956,000.00 8475451 18 Bronco LN 02 179 1 $1,400,000.00 40 Bell Canyon 91307 7 10.025 79 $136,544.52 8/1/13 2 737 2660674 Van Eimeren CA 181 04 $48,900.00 7/7/98 $391,200.00 8480774 714 N Lucia AVE B 01 179 1 $489,000.00 47 Redondo Beach 90277 6 90 $48,799.77 8/1/13 2 682 11.75 2660676 Kopp CA 181 14 $27,000.00 7/2/98 $107,019.00 02 8475402 2121 Lovejoy LN 179 1 $138,000.00 49 Cool 95614 6 11.775 98 $26,944.79 8/1/13 2 682 2660677 Champagne MD 181 14 $58,050.00 7/14/98 $309,600.00 8475410 6306 Avalon DR 01 179 1 $387,000.00 40 Bethesda 20816 7 10.15 95 $58,025.13 8/1/13 2 714 2660681 Ninan MD 181 09 $37,600.00 6/29/98 $301,150.00 8478406 901 Brick Manor Circle 01 178 1 $376,460.00 43 Silver Spring 20905 7 10 90 $37,549.66 7/1/13 2 754 2660684 Donson IL 181 09 $27,800.00 7/30/98 $229,600.00 8521320 287 Winding Creek Drive 01 179 1 $287,000.00 30 Naperville 60565 6 10.32 90 $27,734.87 8/1/13 2 790 2660688 Lee CA 181 09 $30,500.00 7/20/98 $242,000.00 8529281 4692 Wilcox Avenue 02 179 1 $305,000.00 44 Santa Clara 95054 6 9.15 90 $30,420.48 8/1/13 2 692 2660689 Zullo AZ 181 09 $26,000.00 6/18/98 $304,000.00 8930 East Calle Del Palo 01 178 1 $385,000.00 29 8475212 Scottsdale 85255 6 9.8 86 $25,871.70 7/1/13 2 747 2660693 Goodson CA 181 14 $22,900.00 6/2/98 $183,200.00 8475246 231 Panorama Drive 01 178 1 $229,000.00 37 90 Benicia 94510 6 10.4 $22,789.73 7/1/13 2 776 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2660694 Herrera CA 181 14 $30,000.00 6/18/98 $129,450.00 8475337 14414 Anaconda Street 01 178 1 $182,000.00 42 Whittier 90603 6 88 $29,869.28 2 671 11.15 7/1/13 2660730 Padmanabhan CA 181 09 $21,300.00 6/24/98 $170,400.00 8475378 2266 Foxhill Drive 01 178 1 $213,000.00 33 Martinez 94553 6 9.8 90 $21,194.89 7/1/13 2 736 2660786 Taylor OH 181 04 $12,400.00 6/26/98 $105,400.00 8475394 3097 Grggsview Court 01 178 1 $124,000.00 36 Columbus 43221 6 10.22 95 $12,341.11 7/1/13 2 713 2660788 Guerrero CA 181 14 $50,000.00 6/15/98 $161,300.00 8475576 2457 Almaden Boulevard 01 178 1 $255,000.00 30 Union City 94587 6 11.57 83 $49,882.08 7/1/13 2 655 2660793 Minick MD 181 14 $15,600.00 6/29/98 $132,600.00 8475501 1204 Van Buren Drive 01 178 1 $156,000.00 35 Annapolis 21403 6 9.55 95 $15,521.23 7/1/13 2 702 2660794 Gilroy MD 180 14 $25,000.00 7/17/98 $75,000.00 8490880 5312 Buchanan Street 02 178 1 $110,000.00 46 Hyattsville 20781 7 91 $24,995.18 7/22/13 2 716 13.75 2660799 Haire, Jr. MD 181 14 $16,950.00 5/20/98 $288,900.00 01 8475725 11436 Old Frederick Road 177 1 $339,900.00 41 Marriottsville 21104 6 9.67 90 $16,822.53 6/1/13 2 662 2660803 Gonzalez MD 181 14 $21,800.00 6/29/98 $210,800.00 8477309 8737 Cardinal Forest 01 178 1 $252,000.00 37 Laurel 20723 6 9.72 93 $21,691.62 7/1/13 2 767 2660814 Butler CA 181 14 $38,250.00 7/1/98 $204,000.00 8491649 220 Rockwood Drive 01 179 1 $255,000.00 46 South San 94080 7 9.875 95 $38,232.63 8/1/13 2 741 2660817 Hicks VA 181 14 $30,000.00 6/23/98 $196,000.00 8478398 3505 Old Dominion 01 178 1 $246,000.00 23 Alexandria 22305 7 8.625 92 $29,964.45 7/1/13 2 766 2660828 Cardinali DC 181 16 $24,000.00 6/18/98 $128,000.00 8478364 1427 Monroe Street 01 178 1 $160,000.00 44 Washington 20010 7 9.75 95 $23,977.51 7/1/13 2 781 2660832 Hoitt MA 181 14 $22,600.00 7/23/98 $181,350.00 13 Wintergreen Lane 01 179 1 $226,700.00 30 8494270 Plainville 02762 7 9.225 90 $22,588.22 8/1/13 2 760 2660836 D'Alli MD 181 14 $22,900.00 6/22/98 $194,650.00 8477325 9641 Green Moon Path 01 178 1 $229,000.00 34 95 Columbia 21046 6 9.65 $22,785.43 7/1/13 2 742 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2660843 Hessler MD 180 09 $24,150.00 7/2/98 $128,950.00 8483828 513 Cedar Point Drive 01 178 1 $161,199.00 43 Perryville 21903 7 95 $24,130.72 2 732 10.5 7/1/13 2660847 Aggarwal MD 181 09 $22,000.00 6/26/98 $187,000.00 8486680 2913 Cormorant Court 01 178 1 $220,000.00 23 Waldorf 20603 6 10.22 95 $21,895.51 7/1/13 2 661 2660856 Minix OH 181 14 $19,000.00 6/15/98 $156,000.00 8475881 2764 Andover Road 01 178 1 $195,000.00 38 Columbus 43221 6 10.22 90 $18,863.23 7/1/13 2 708 2660858 Maimoni NY 181 14 $37,500.00 7/23/98 $187,500.00 8533184 909 Sound Shore Road 01 179 1 $250,000.00 17 Jamesport 11947 6 9.95 90 $37,409.10 8/1/13 2 808 2660862 Scott CA 181 04 $21,750.00 6/15/98 $174,000.00 8475949 1849 Shattuck Avenue 01 178 1 $217,500.00 36 Berkeley 94709 7 10 90 $181.25 7/1/13 2 749 2660870 Laborde CA 181 15 $33,900.00 7/6/98 $271,200.00 8485914 2519- 2521 Bath Street 01 179 1 $339,000.00 45 Santa Barbara 93105 7 90 $33,887.58 8/1/13 2 691 10.875 2660871 Cooper CA 181 14 $37,500.00 7/15/98 $105,000.00 02 8490682 3967 Wooster Street 179 1 $150,000.00 43 Oceanside 92056 6 12.1 95 $37,425.12 8/1/13 2 696 2660872 Poston MD 181 14 $16,500.00 6/25/98 $280,500.00 8477267 4149 Henhawk Court 01 178 1 $330,000.00 37 Ellicott City 21042 6 10.67 90 $16,424.81 7/1/13 2 761 2660875 Kyles NV 180 14 $25,000.00 7/17/98 $111,459.00 8489486 8773 Country Pines Avenue 02 178 1 $146,500.00 49 Las Vegas 89129 6 10.25 94 $24,866.51 7/22/13 2 691 2660963 Sauter MD 181 09 $16,700.00 6/29/98 $142,250.00 8476020 7084 Saddle Drive 01 178 1 $167,400.00 30 Sykesville 21784 6 9.65 95 $16,616.44 7/1/13 2 756 2660964 Svalina VA 181 14 $21,750.00 6/26/98 $116,000.00 8481830 3226 Norfolk Lane 01 178 1 $145,000.00 26 Falls Church 22042 7 9.75 95 $21,729.62 7/1/13 2 699 2660967 Stuckwisch VA 181 14 $46,400.00 6/22/98 $247,600.00 1814 Birch Road 01 178 1 $309,500.00 38 8481822 McLean 22101 7 9.75 95 $46,356.52 7/1/13 2 767 2660969 Strauss, Jr. MD 181 14 $28,900.00 6/29/98 $231,200.00 8476087 754 Fairhaven Road 01 178 1 $289,000.00 45 90 Tracy's Landing 20779 6 9.72 $28,756.34 7/1/13 2 778 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2660977 Wheeler OH 181 14 $15,600.00 6/19/98 $124,800.00 8493785 711 Suntree Drive 01 178 1 $156,000.00 25 Westerville 43081 6 90 $15,521.95 2 764 9.65 7/1/13 2660978 Rozek NJ 181 14 $25,000.00 7/22/98 $200,000.00 8530636 140 Birch Street 01 179 1 $250,000.00 41 Midland Park 07432 7 12.75 90 $24,993.95 8/1/13 2 628 2660981 Gooden IL 181 14 $10,000.00 6/25/98 $67,500.00 8476129 3502 Marseilles Lane 01 178 1 $90,000.00 41 Hazel Crest 60429 6 10.8 87 $9,841.56 7/1/13 2 654 2660985 Montross NY 180 14 $29,000.00 7/21/98 $111,928.00 8496358 27 Hornbeck Road 02 178 1 $150,000.00 27 Poughkeepsie 12603 6 10.6 94 $28,933.80 7/27/13 2 776 2660986 Rost OR 181 14 $54,000.00 7/21/98 $172,582.00 8532145 4114 NorthEast 73rd Avenue 02 179 1 $240,000.00 38 Portland 97218 7 10.25 95 $53,872.25 8/1/13 2 720 2660992 Powell CA 181 09 $54,000.00 6/15/98 $288,000.00 8476202 548 Monteleone Avenue 01 178 1 $360,000.00 43 Agoura 91301 6 95 $53,728.35 7/1/13 2 727 10.9 2660997 Sands CA 181 14 $20,000.00 7/22/98 $208,000.00 01 8525198 741 Janice Lane 179 1 $260,000.00 42 Walnut 91789 7 11.225 88 $19,993.08 8/1/13 2 663 2660998 Katz CA 181 RFC01 $23,800.00 7/21/98 $190,400.00 8517351 48 Arabian Way 01 179 1 $238,000.00 36 Scotts Valley 95066 7 9.75 90 $23,788.89 8/1/13 2 767 2660999 Kemble OR 60 14 $16,000.00 7/21/98 $93,623.00 8493819 1286 Southwest 11th Street 02 58 1 $137,500.00 30 Ontario 97914 4 8.65 80 $15,785.91 7/27/03 2 683 2661005 Ugale CA 181 14 $15,500.00 6/23/98 $93,500.00 8476616 7375 Baldwin Street 01 178 1 $125,000.00 40 Valley Springs 95252 6 10.05 88 $15,425.23 7/1/13 2 702 2661006 Finn CA 181 14 $171,250.00 6/5/98 $227,150.00 8476251 4714 Muirfield Court 01 178 1 $498,000.00 39 Santa Rosa 95405 7 9.5 80 $171,080.87 7/1/13 2 758 2661019 Becker VA 181 09 $41,950.00 6/10/98 $97,900.00 224 Canyon Road 01 178 1 $139,900.00 44 8478653 Winchester 22602 7 10.375 100 $41,915.59 7/1/13 2 692 2661021 Bulitt MD 181 09 $65,600.00 6/18/98 $355,300.00 8478612 18231 Wickam Road 01 178 1 $460,000.00 50 92 Olney 20832 7 10.25 $65,544.75 7/1/13 2 680 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661022 Judge CA 181 14 $28,090.00 6/8/98 $224,720.00 8476392 6134 St Andrews Way 01 178 1 $280,900.00 42 Livermore 94550 7 90 $28,065.04 2 790 10 7/1/13 2661047 Lazaroe VA 181 09 $38,200.00 6/19/98 $203,900.00 8478729 8623 Groveland Drive 01 178 1 $254,900.00 17 Springfield 22153 7 8.625 95 $38,154.72 7/1/13 2 743 2661050 Rice MD 181 14 $36,700.00 6/30/98 $195,900.00 8478588 10073 Carillon Drive 01 178 1 $244,900.00 27 Ellicott City 21042 7 10.5 95 $36,570.71 7/1/13 2 743 2661053 Pasion MD 180 14 $28,750.00 6/5/98 $153,500.00 8488397 11350 Holter Road 01 177 1 $191,900.00 30 White Marsh 21162 7 10.5 95 $28,678.40 6/1/13 2 678 2661054 Hendrickson CA 181 14 $23,400.00 6/18/98 $136,526.00 8478778 280 Stanford Street 02 178 1 $178,000.00 30 La Habra 90631 6 10.25 90 $23,289.18 7/1/13 2 711 2661055 Sauers MD 181 09 $37,800.00 6/29/98 $201,750.00 8478562 6074 Avalon Drive 01 178 1 $252,190.00 33 Elkridge 21075 7 95 $37,757.47 7/1/13 2 766 8.875 2661056 Williams CA 181 14 $31,900.00 6/25/98 $170,300.00 01 8478745 2110 West Ninth Street 178 1 $212,900.00 41 Oxnard 93035 6 9.875 95 $31,743.66 7/1/13 2 692 2661058 Park VA 181 14 $36,300.00 6/26/98 $193,600.00 8479099 8419 Idylwood Road 01 178 1 $242,000.00 22 Vienna 22182 6 9.125 95 $36,205.15 7/1/13 2 764 2661067 Sanders MD 181 09 $32,100.00 6/26/98 $171,200.00 8478539 21307 Purple Aster Court 01 178 1 $214,035.00 30 Germantown 20874 7 10 95 $32,034.73 7/1/13 2 769 2661068 McCray DC 180 14 $88,000.00 7/1/98 $310,000.00 8479115 5006 Weaver Terrace 02 178 1 $398,000.00 45 Washington 20016 7 10.75 100 $87,933.45 7/1/13 2 701 2661088 Schmidt AZ 181 14 $20,000.00 7/20/98 $120,000.00 8537524 417 East Ivy Circle 02 179 1 $161,000.00 36 Mesa 85203 6 9.875 87 $19,951.18 8/1/13 2 681 2661090 Marich VA 180 14 $114,300.00 6/5/98 $609,600.00 1119 Langley Lane 01 177 1 $762,000.00 23 8479016 McLean 22101 7 10.25 95 $114,105.81 6/1/13 2 755 2661094 McMullen CA 181 14 $29,100.00 7/1/98 $155,200.00 8477978 4503 Falcon Avenue 01 179 1 $194,000.00 32 95 Long Beach 90807 6 10.375 $29,032.17 8/1/13 2 713 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661095 Filippi VA 181 RFC01 $56,250.00 6/30/98 $300,000.00 8478430 5258 Winter View Drive 01 178 1 $375,000.00 42 Alexandria 22312 7 95 $56,197.31 2 762 9.75 7/1/13 2661096 Igwemere VA 181 09 $40,200.00 6/30/98 $214,400.00 8483950 9505 Wooden Spoke Court 01 178 1 $268,000.00 45 Burke 22015 7 9.125 95 $40,157.05 7/1/13 2 686 2661098 Lavigne DC 181 16 $33,000.00 6/15/98 $176,000.00 8479032 623 East Street SouthEast 01 178 1 $220,000.00 22 Washington 20003 7 10.25 95 $32,771.36 7/1/13 2 720 2661099 Curran CA 181 09 $27,400.00 6/24/98 $219,200.00 8478885 24751 El Portico 01 178 1 $274,000.00 27 Laguna Niguel 92677 6 9.625 90 $27,262.61 7/1/13 2 755 2661100 Groff MD 181 14 $53,950.00 6/30/98 $287,900.00 8483802 20501 Ivory Pass Court 01 178 1 $359,900.00 42 Gaithersburg 20879 7 9.75 95 $53,899.46 7/1/13 2 762 2661102 Lackey CA 181 14 $46,000.00 7/1/98 $245,600.00 8478596 5769 Rainflower Drive 01 179 1 $307,000.00 38 Livermore 94550 6 95 $45,887.73 8/1/13 2 761 9.875 2661105 Laker CA 181 RFC01 $23,200.00 6/25/98 $138,800.00 02 8477994 11252 Holder Street 178 1 $173,500.00 42 Cypress 90630 6 10.375 94 $23,091.38 7/1/13 2 705 2661106 Hadley MD 181 14 $32,650.00 6/25/98 $174,300.00 8480717 14613 Melinda Lane 01 178 1 $217,900.00 36 Rockville 20853 7 10.25 95 $32,622.50 7/1/13 2 682 2661109 Grant MD 181 14 $37,600.00 6/17/98 $200,600.00 8478489 5701 Greentree Road 01 178 1 $250,750.00 21 Bethesda 20817 7 9.75 95 $37,564.78 7/1/13 2 718 2661111 Avent VA 181 14 $120,000.00 6/25/98 $279,900.00 8479065 3171 North Quincy Street 01 178 1 $399,900.00 37 Arlington 22207 7 9.875 100 $119,890.51 7/1/13 2 766 2661114 Barley MD 181 09 $42,650.00 6/29/98 $227,700.00 8479057 6450 Saddlebrook Lane 01 178 1 $284,665.00 42 Frederick 21701 7 12 95 $42,625.48 7/1/13 2 672 2661115 Daisey VA 181 RFC01 $32,000.00 6/26/98 $200,000.00 6311 Summer Moon Lane 01 178 1 $246,000.00 45 8478372 Alexandria 22312 7 9.5 95 $31,968.40 7/1/13 2 695 2661117 Reil-baca VA 181 14 $25,000.00 6/4/98 $212,500.00 8479040 4200 Willow Woods Drive 01 178 1 $250,000.00 20 95 Annadale 22003 6 8.375 $24,620.79 7/1/13 2 791 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661120 Finley CA 181 14 $18,500.00 6/22/98 $125,850.00 8478026 1824 Alta Street 02 178 1 $150,000.00 27 Redlands 92374 6 97 $18,415.35 2 724 10.625 7/1/13 2661122 Barnes MD 181 RFC01 $57,750.00 6/8/98 $308,000.00 8481186 1719 Leighton Wood Lane 01 178 1 $385,000.00 43 Silver Springs 20910 7 11.75 95 $57,705.82 7/1/13 2 651 2661123 Rutledge VA 181 09 $68,400.00 6/30/98 $364,800.00 8478356 7206 Laketree Drive 01 178 1 $456,000.00 41 Fairfax Station 22039 6 9.5 95 $68,053.13 7/1/13 2 802 2661145 Nashnoush VA 181 09 $27,750.00 6/15/98 $148,000.00 8478281 12265 Exbury Street 01 178 1 $185,000.00 31 Herndon 22204 6 9.5 95 $27,609.28 7/1/13 2 788 2661147 Rinaldi CA 181 14 $30,600.00 4/15/98 $163,200.00 8483067 555 Finch Court 01 176 1 $204,000.00 36 Fillmore 93015 6 10.75 95 $30,316.88 5/1/13 2 662 2661148 Graham VA 181 09 $43,350.00 6/26/98 $231,400.00 8478505 13122 Lodi Court 01 178 1 $289,290.00 48 Manassas 20112 7 95 $43,307.19 7/1/13 2 746 9.5 2661151 Reeder MD 181 14 $24,950.00 6/11/98 $133,200.00 01 8478190 1004 Dennis Avenue 178 1 $166,500.00 21 Silver Spring 20901 7 9.375 95 $24,924.70 7/1/13 2 791 2661157 Duy DC 180 04 $29,800.00 7/2/98 $159,120.00 8478570 1821 Belmont Road 01 178 1 $198,900.00 40 Washington 20009 7 9.75 95 $29,772.08 7/1/13 2 764 2661158 Hultine IL 181 14 $17,000.00 4/13/98 $106,500.00 8483075 154 South Collins Street 01 176 1 $145,000.00 43 South Elgin 60177 6 11 86 $16,848.38 5/1/13 2 679 2661161 Hahn CA 181 09 $34,500.00 6/22/98 $276,000.00 8478695 31072 Paseo Valencia 01 178 1 $345,000.00 44 San Juan 92675 7 11.125 90 $34,475.95 7/1/13 2 670 2661167 Gargano CO 181 14 $25,000.00 7/2/98 $93,750.00 8478042 1015 Elmer Drive 02 179 1 $125,000.00 44 Northglenn 80233 6 12.625 95 $24,952.85 8/1/13 2 663 2661168 Ward IL 181 09 $20,500.00 4/30/98 $164,000.00 1335 Northgate Court 01 176 1 $205,000.00 34 8483083 Bartlett 60103 6 10.5 90 $20,205.92 5/1/13 2 786 2661171 Burkley VA 181 RFC01 $47,250.00 7/1/98 $141,750.00 8478141 2151 Greenkeepers Court 01 179 1 $189,000.00 28 100 Reston 20191 7 9.125 $47,224.86 8/1/13 2 772 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661181 Walker CA 181 14 $40,000.00 7/1/98 $320,600.00 8478661 3 West Boulder Creek Road 01 179 1 $400,849.00 44 Simi Valley 93065 6 90 $39,897.82 2 735 9.375 8/1/13 2661182 Selzer VA 181 14 $33,750.00 6/26/98 $180,000.00 8478117 6506 Bluebill Lane 01 178 1 $225,000.00 38 Alexandria 22307 7 9.125 95 $33,713.94 7/1/13 2 708 2661183 Zabiegalski VA 181 14 $101,250.00 7/7/98 $540,000.00 8481806 11222 Beach Mill Road 01 179 1 $675,000.00 36 Great Falls 22066 7 9 95 $101,194.70 8/1/13 2 739 2661187 Ketell CA 181 14 $38,000.00 4/24/98 $267,000.00 8483091 2154 Hampton Road 02 176 1 $335,000.00 20 Livermore 94550 6 9.5 92 $37,611.51 5/1/13 2 728 2661188 Newton OR 181 14 $50,000.00 6/4/98 $150,800.00 8476962 11575 SouthWest Hazelwood 01 178 1 $226,000.00 39 Tigard 97223 6 11.47 89 $49,788.55 7/1/13 2 666 2661191 Luce CA 181 14 $19,800.00 7/21/98 $186,982.00 8535197 101 Buckingham Avenue 01 179 1 $235,000.00 39 San Dimas 91773 6 88 $19,800.00 8/1/13 2 771 9.9 2661193 Shears DC 180 04 $23,600.00 6/2/98 $125,950.00 01 8478109 2801 Connecticut Avenue 177 1 $157,485.00 23 Washington 20008 6 9.5 95 $23,419.76 6/1/13 2 732 2661203 Snyder VA 181 RFC01 $35,400.00 6/26/98 $188,800.00 8482127 6309 Summer Moon Lane 01 178 1 $236,000.00 39 Alexandria 22312 6 8.75 95 $35,283.82 7/1/13 2 754 2661206 Maruska AZ 181 09 $21,500.00 7/1/98 $172,000.00 8477077 8905 East Voltaire Drive 01 179 1 $215,000.00 25 Scottsdale 85260 6 9.55 90 $21,445.94 8/1/13 2 732 2661209 Stelljes VA 181 04 $63,000.00 6/26/98 $336,000.00 8482085 21 Wilkes Street Unit/Apt 01 178 1 $435,000.00 15 Alexandria 22314 7 9.75 92 $62,940.98 7/1/13 2 739 2661210 Hucke CO 181 09 $32,800.00 5/22/98 $84,040.00 8483125 9285 North Clermont Drive 02 177 1 $123,000.00 27 Thornton 80229 6 10.75 95 $32,576.49 6/1/13 2 761 2661212 Carretta CA 181 14 $23,000.00 6/24/98 $184,000.00 1132 Channing Way 01 178 1 $230,000.00 36 8477135 Berkeley 94702 6 10 90 $22,888.55 7/1/13 2 734 2661214 Hamiel CA 181 14 $30,000.00 5/22/98 $227,150.00 8483133 3628 Promontory Street 01 177 1 $353,000.00 44 73 San Diego 92109 6 10 $29,780.41 6/1/13 2 726 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661218 Huff CA 181 14 $40,500.00 7/17/98 $216,000.00 8494015 9391 Castlegate Drive 01 179 1 $270,000.00 42 Huntington Beach 92646 6 95 $40,422.34 2 673 12.45 8/1/13 2661219 Strader CA 184 RFC01 $12,000.00 4/15/98 $112,000.00 8520801 145 Montebello Drive 01 179 1 $140,000.00 40 Watsonville 95076 7 10.345 89 $11,995.07 8/1/13 2 775 2661220 Kalagian CA 181 14 $75,000.00 7/9/98 $269,794.00 8489536 27781 San Pasqual Street 02 179 1 $435,000.00 45 Mission Viejo 92692 7 10.25 80 $75,000.00 8/1/13 2 659 2661223 Honeycutt AZ 181 09 $33,000.00 4/28/98 $164,900.00 8483141 4607 East Desert Willow 01 176 1 $219,900.00 21 Phoenix 85044 6 9.75 90 $32,670.15 5/1/13 2 748 2661225 Shatku IL 181 14 $56,500.00 7/15/98 $84,928.00 8520199 605 North Edgelawn Drive 02 179 1 $148,000.00 37 Aurora 60506 6 10.5 96 $56,369.81 8/1/13 2 697 2661226 Savastano RI 181 14 $57,850.00 7/14/98 $227,150.00 8521726 10 Grey Gull Road 02 179 1 $300,000.00 35 Jamestown 02835 7 95 $57,581.51 8/1/13 2 680 11.5 2661228 Kisslan CA 181 14 $34,000.00 6/3/98 $231,000.00 02 8481269 1016 South Silverstar Way 178 1 $265,000.00 29 Anaheim 92808 6 11.1 100 $33,850.31 7/1/13 2 688 2661231 Walter CA 181 04 $25,000.00 4/22/98 $100,000.00 8483166 25434 Fitzgerald Avenue 01 176 1 $198,000.00 41 Stevenson Ranch 91381 6 9.75 64 $24,302.86 5/1/13 2 729 2661232 Cherry CA 181 14 $38,000.00 7/9/98 $191,250.00 8498727 698 Powers Drive 01 179 1 $255,000.00 35 El Dorado Hills 95762 7 10.5 90 $37,984.90 8/1/13 2 768 2661235 Strothers VA 181 RFC01 $18,000.00 6/25/98 $96,000.00 8482044 13537 Colesmire Gate Way 01 178 1 $120,050.00 39 Bristow 20136 7 9.75 95 $17,957.25 7/1/13 2 747 2661241 Panhuise CA 181 15 $45,000.00 7/27/98 $337,500.00 8525925 148-150 Prospect Avenue 02 179 1 $450,000.00 45 San Francisco 94110 7 11.475 85 $45,000.00 8/1/13 2 674 2661243 Thane VA 181 RFC01 $45,000.00 6/15/98 $105,000.00 5818 Stream Pond Court 01 178 1 $150,000.00 43 8482010 Centreville 20120 7 9.5 100 $44,955.56 7/1/13 2 775 2661246 Colburn CA 181 14 $33,400.00 5/7/98 $300,600.00 8483182 1422 Everview Road 02 177 1 $334,000.00 39 100 San Diego 92110 6 12 $33,197.41 6/1/13 2 706 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661247 Martinez CA 181 04 $30,000.00 7/6/98 $163,875.00 8479206 2159 Stonewood Court 02 179 1 $205,000.00 26 San Pedro 90732 6 95 $29,934.00 2 738 11 8/1/13 2661251 Thomas VA 181 14 $48,000.00 6/12/98 $255,900.00 8478075 2953 Timber Wood Way 01 178 1 $320,000.00 21 Herndon 20171 6 9 95 $47,745.35 7/1/13 2 738 2661274 Nibert MD 181 09 $38,230.00 7/22/98 $191,171.00 8501728 14419 Saturn Way 01 179 1 $254,895.00 25 Boyds 20841 7 11.25 90 $38,217.10 8/1/13 2 666 2661277 Manley CO 181 14 $29,000.00 7/20/98 $101,250.00 8520777 2308 Willow Creek Drive 02 179 1 $135,000.00 35 Golden 80401 6 12.09 97 $28,942.44 8/1/13 2 735 2661280 Underwood VA 181 RFC01 $21,000.00 6/18/98 $142,400.00 8481962 47594 Watkins Island 01 178 1 $178,000.00 14 Sterling 20165 7 9 92 $20,976.97 7/1/13 2 769 2661285 Brown CO 181 14 $39,150.00 7/6/98 $208,800.00 8489833 4176 McKinley 02 179 1 $262,000.00 21 Boulder 80303 6 95 $39,055.97 8/1/13 2 684 10.05 2661286 Cox CA 181 14 $26,100.00 7/1/98 $258,000.00 01 8480238 1018 North Jackson Street 179 1 $322,500.00 44 Glendale 91207 6 9.375 89 $25,640.83 8/1/13 2 761 2661288 Goodrich CA 181 09 $30,500.00 7/22/98 $244,000.00 8538662 27962 Sheffield 01 179 1 $305,000.00 45 Mission Viejo 92692 7 9.725 90 $30,500.00 8/1/13 2 723 2661290 Bell CO 181 14 $29,200.00 7/22/98 $115,750.00 8500415 1224 Walnut Street 02 179 1 $145,000.00 41 Windsor 80550 6 10.8 100 $29,132.80 8/1/13 2 717 2661291 Mazza NJ 180 14 $25,000.00 7/22/98 $139,382.00 8496598 37 Burch Drive 02 178 1 $175,000.00 44 Morris Plains 07950 6 12.6 94 $24,952.74 7/28/13 2 658 2661292 Wilson VA 181 14 $36,300.00 6/29/98 $193,600.00 8481947 3600 North Rockingham 01 178 1 $242,000.00 40 Arlington 22213 7 9.75 95 $36,266.00 7/1/13 2 764 2661297 Ferree CA 181 14 $100,000.00 7/9/98 $228,500.00 2815 East Rosemary Drive 01 179 1 $360,000.00 42 8479081 West Covina 91791 6 10.75 92 $99,774.88 8/1/13 2 751 2661298 Hall TX 181 09 $43,900.00 7/15/98 $175,550.00 8481087 2008 Longfellow LN 01 179 1 $219,550.00 38 100 Flower Mound 75028 6 9.99 $43,900.00 8/1/13 2 725 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661299 Pippin TX 181 14 $44,300.00 7/15/98 $177,150.00 8481129 2707 Shady Hill CT 01 179 1 $221,450.00 28 Grapevine 76051 6 100 $43,352.39 2 754 9.99 8/1/13 2661301 Nordstrom VA 181 RFC01 $93,000.00 7/15/98 $217,000.00 8481079 5191 Cottingham PL 01 179 1 $310,000.00 30 Alexandria 22304 7 9.9 100 $92,957.97 8/1/13 2 722 2661302 Bamford CA 181 14 $63,000.00 7/8/98 $504,000.00 8481202 32 Silverwood DR 02 179 1 $630,000.00 28 Lafayette 94549 7 11.275 90 $62,978.85 8/1/13 2 685 2661303 Sweeten WA 181 14 $29,200.00 7/10/98 $131,000.00 8482598 13307 South106th PL 02 179 1 $178,000.00 31 Renton 98058 7 11.025 90 $29,189.65 8/1/13 2 666 2661304 Solomon FL 181 09 $10,000.00 7/10/98 $73,600.00 8481111 10142 Eventide CT 02 179 1 $92,000.00 45 Orlando 32821 6 9.9 91 $9,975.65 8/1/13 2 739 2661311 Jimenez FL 181 14 $40,000.00 7/10/98 $47,725.00 8480907 11420 SouthWest 47th 02 179 1 $147,000.00 46 Miami 33165 6 60 $39,901.48 8/1/13 2 751 9.775 2661312 Labar CA 181 14 $35,000.00 7/9/98 $176,250.00 02 8481145 22536 La Vina DR 179 1 $235,000.00 42 Mission Viejo 92691 7 10.275 90 $34,985.40 8/1/13 2 718 2661313 Modiramani VA 181 RFC01 $22,800.00 7/10/98 $128,800.00 8480915 13800 Rampant Lion CT 02 179 1 $161,000.00 42 Centreville 22020 6 10.275 95 $22,745.23 8/1/13 2 697 2661320 Sandoval NM 181 14 $15,700.00 7/10/98 $78,750.00 8480899 1717 Callejon Cordelia 02 179 1 $105,000.00 38 Santa Fe 87501 6 9.775 90 $15,661.33 8/1/13 2 696 2661324 Torres CA 181 14 $24,600.00 7/9/98 $102,400.00 8478547 6790 Hammond AVE 02 179 1 $128,000.00 26 Long Beach 90805 7 11.025 100 $24,582.46 8/1/13 2 755 2661325 Casey NJ 181 14 $17,000.00 7/10/98 $227,000.00 8478638 55 Wexford WAY 02 179 1 $285,000.00 36 Bridgewater 08807 7 9.525 86 $16,991.68 8/1/13 2 753 2661327 Verburg CA 181 14 $20,000.00 7/10/98 $223,459.00 1986 N Genessee ST 02 179 1 $275,000.00 45 8478182 Orange 92865 6 9.625 89 $19,950.06 8/1/13 2 730 2661333 Bennett CA 181 14 $32,200.00 7/10/98 $130,800.00 8478091 738 Agostini CIR 01 179 1 $163,515.00 43 100 Folsom 95630 7 12.025 $32,190.84 8/1/13 2 696 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661334 Quinn CA 181 14 $43,500.00 7/1/98 $232,000.00 8478125 39 Kent CT 01 179 1 $290,000.00 50 San Jose 95139 7 95 $43,489.83 2 678 12.9 8/1/13 2661341 Stinchcombe MI 180 14 $15,000.00 7/24/98 $13,807.00 8528838 415 Cass Avenue 02 178 1 $55,000.00 17 Bay City 48708 6 9.97 53 $14,688.02 7/28/13 2 695 2661344 Wohl VA 181 14 $50,100.00 6/30/98 $267,200.00 8481996 604 South View Terrace 01 178 1 $334,000.00 28 Alexandria 22314 7 9.75 95 $50,053.05 7/1/13 2 726 2661356 Grace MD 181 RFC01 $24,450.00 6/26/98 $130,450.00 8541955 8362 Finchleigh Street 01 178 1 $165,000.00 27 Laurel 20724 6 10.25 94 $24,334.21 7/1/13 2 763 2661359 Puche FL 181 14 $45,800.00 7/23/98 $183,200.00 8501090 318 NorthEast 104th Street 02 179 1 $229,000.00 24 Miami Shores 33138 6 10.5 100 $45,694.48 8/1/13 2 713 2661360 Lynch WA 181 16 $30,000.00 7/13/98 $126,021.00 8485690 4632 159th Street 02 179 1 $158,000.00 50 Lynnwood 98037 6 99 $29,937.34 8/1/13 2 683 11.55 2661361 Moloney WA 181 14 $90,000.00 7/9/98 $360,000.00 02 8485443 36606 9th Avenue Southeast 179 1 $450,000.00 25 Federal Way 98023 6 10.3 100 $90,000.00 8/1/13 2 732 2661389 Inkrote CA 181 09 $24,000.00 7/1/98 $128,000.00 8480030 22270 Village Way Drive 01 179 1 $160,000.00 37 Canyon Lake 92587 6 9.875 95 $23,941.42 8/1/13 2 733 2661394 Koch CA 181 14 $33,750.00 7/8/98 $180,000.00 8480147 22625 Sarkis Court 01 179 1 $225,000.00 43 Santa Clarita 91350 6 9.875 95 $33,667.63 8/1/13 2 761 2661409 Low CA 181 04 $72,000.00 6/15/98 $208,000.00 8480089 6234 Lakeview Circle 02 178 1 $280,000.00 49 San Ramon 94583 6 12.5 100 $71,698.44 7/1/13 2 681 2661417 Banaag CA 181 14 $30,000.00 6/2/98 $167,311.00 8480139 7461 Colombia Drive 02 178 1 $212,000.00 48 Buena Park 90620 6 10.625 94 $29,862.74 7/1/13 2 663 2661420 Carter CA 181 14 $20,000.00 6/1/98 $206,000.00 27514 Mariam Place 02 178 1 $240,000.00 35 8480212 Santa Clarita 91350 6 10.625 95 $19,908.48 7/1/13 2 682 2661423 Figgins CA 181 09 $22,200.00 7/6/98 $227,150.00 8479990 8132 East Kennedy Road 01 179 1 $322,000.00 32 78 Anaheim 92808 6 10 $22,146.43 8/1/13 2 768 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661425 Braaksma CA 181 09 $58,000.00 7/1/98 $166,977.00 8478646 21 Acorn Ridge 02 179 1 $225,000.00 42 Las Flores Area 92688 7 100 $57,978.74 2 722 10.875 8/1/13 2661428 Cardwell CA 181 14 $36,000.00 7/1/98 $288,000.00 8480048 1330 Bluebird Canyon Drive 01 179 1 $360,000.00 42 Laguna Beach 92651 6 9.375 90 $35,908.03 8/1/13 2 756 2661435 Doppert CA 181 09 $42,300.00 7/9/98 $225,650.00 8480022 22 Via Frontera 01 179 1 $282,100.00 42 Rancho Santa 92688 6 9.875 95 $42,196.76 8/1/13 2 770 2661437 Dobbs UT 181 14 $57,500.00 7/15/98 $123,500.00 8480121 2349 East Kensington 02 179 1 $181,000.00 28 Salt Lake City 84108 6 10.5 100 $57,367.52 8/1/13 2 693 2661446 Smith MA 181 14 $40,800.00 6/30/98 $218,000.00 8489031 33 Mohawk Road 01 178 1 $272,500.00 48 Marblehead 01945 6 10.5 95 $40,611.16 7/1/13 2 761 2661457 Closinski NY 181 14 $20,015.00 7/23/98 $58,763.40 8523540 3452 Chili Avenue 02 179 1 $88,500.00 34 Rochester 14624 6 90 $19,974.64 8/1/13 2 690 11.92 2661465 Fredriksen CO 181 14 $10,000.00 8/4/98 $144,000.00 01 8530644 647 Nelson Park Lane 180 1 $180,000.00 29 Longmont 80503 6 9.55 86 $10,000.00 9/1/13 2 741 2661471 Wood CA 181 14 $45,900.00 7/6/98 $244,800.00 8519647 15880 La Prenda Court 01 179 1 $306,000.00 45 Morgan Hill 95037 7 10.845 95 $45,883.07 8/1/13 2 721 2661493 Montgomery VA 181 09 $60,000.00 6/15/98 $320,000.00 8478943 13403 Trey Lane 01 178 1 $400,000.00 40 Clifton 20124 6 9.25 95 $59,585.99 7/1/13 2 775 2661497 Horner VA 180 16 $51,300.00 6/2/98 $273,600.00 8478950 813 Duke Street 01 177 1 $342,000.00 38 Alexandria 22314 7 9.625 95 $51,250.66 6/1/13 2 693 2661505 Paska VA 181 09 $40,350.00 7/24/98 $215,200.00 8527228 13501 Quiet Stream Court 01 179 1 $269,000.00 27 Fairfax 22032 6 9.875 95 $40,151.52 8/1/13 2 787 2661510 Kerchoff VA 181 14 $27,300.00 6/30/98 $145,600.00 525 North Piedmont Street 01 178 1 $182,000.00 29 8479107 Arlington 22203 7 9.75 95 $27,174.01 7/1/13 2 790 2661514 Colak VA 181 04 $19,950.00 6/26/98 $106,400.00 8479164 4500 28th Road South 01 178 1 $133,000.00 40 95 Arlington 22203 7 9.125 $19,928.68 7/1/13 2 703 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661515 Cole CA 181 14 $29,200.00 7/3/98 $146,250.00 8490583 1343 East Trenton Avenue 01 179 1 $195,000.00 24 45 Orange 92867 6 90 $29,137.67 2 693 11.32 8/1/13 2661541 Wright CA 181 14 $36,000.00 6/25/98 $187,500.00 8496499 2007 Fallen Leaf Circle 01 178 1 $250,000.00 21 Vacaville 95687 6 9.75 90 $35,821.54 7/1/13 2 759 2661542 Rinetti CA 181 14 $28,850.00 7/6/98 $227,150.00 8493173 2715 Darius Way 01 179 1 $320,000.00 43 San Leandro 94577 6 9.625 80 $28,777.96 8/1/13 2 667 2661557 Parker CA 181 14 $35,000.00 7/30/98 $163,200.00 8529521 3387 Rosanne Avenue 01 179 1 $204,000.00 45 Long Beach 90808 6 11.275 98 $34,924.98 8/1/13 2 707 2661558 Lee CA 181 04 $27,000.00 7/24/98 $144,000.00 8519530 14141-b SHORELINE DRIVE 01 179 1 $180,000.00 38 Chino Hills 91709 6 10.025 95 $26,935.00 8/1/13 2 738 2661560 Kumar CA 181 14 $18,000.00 6/30/98 $512,000.00 8540668 2759 Gold Meadow Court 01 178 1 $597,507.00 41 San Jose 95135 6 89 $17,917.65 7/1/13 2 669 10.625 2661561 Hatmaker CA 181 14 $33,700.00 7/22/98 $180,000.00 01 8539330 7110 Wolverine Street 179 1 $225,000.00 22 Ventura 93003 7 9.6 95 $33,683.77 8/1/13 2 801 2661566 Simon CA 181 14 $52,000.00 7/22/98 $224,000.00 8500464 8532 Dacosta Street 02 179 1 $285,000.00 43 Downey 90240 7 10.4 97 $51,978.89 8/1/13 2 735 2661579 Ha CA 181 14 $39,000.00 7/17/98 $195,000.00 8495210 1847 Grenadine Way 01 179 1 $260,000.00 37 San Jose 95122 6 10.875 90 $39,000.00 8/1/13 2 759 2661582 Mettenburg VA 181 09 $30,750.00 6/12/98 $196,000.00 8479495 16 Country Lane 01 178 1 $245,000.00 33 Berryville 22611 6 8.375 93 $30,527.50 7/1/13 2 708 2661595 Blum VA 181 14 $100,000.00 6/16/98 $234,500.00 8481913 3081 North Oakland Street 01 178 1 $335,000.00 37 Arlington 22207 7 9.5 100 $99,901.25 7/1/13 2 751 2661602 Anderson UT 181 14 $60,000.00 7/23/98 $74,953.00 1426 12th Street 02 179 1 $140,000.00 45 8534240 Ogden 84404 6 11.95 97 $59,879.33 8/1/13 2 681 2661607 Thomas VA 181 09 $39,750.00 6/15/98 $212,000.00 8479933 46443 Saffron Court 01 178 1 $265,000.00 33 95 Sterling 20165 6 9.625 $39,550.70 7/1/13 2 710 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661615 Wade CA 181 14 $37,500.00 7/16/98 $200,000.00 8487043 01 179 1 $250,000.00 33 Huntington Beach 92626 6 95 $37,415.58 2 685 10.75 8/1/13 2661616 Ratay HI 181 14 $73,350.00 7/10/98 $391,200.00 8487118 47-341 Mawaena Street 01 179 1 $489,000.00 44 Kaneohe 96744 7 10.5 95 $73,350.00 8/1/13 2 688 2661617 Brennan CA 181 14 $41,500.00 7/1/98 $322,000.00 8496457 373 Avenida Granada 01 179 1 $415,000.00 29 Long Beach 90814 7 9.75 88 $40,767.54 8/1/13 2 742 2661635 Botten CA 181 09 $55,000.00 7/24/98 $293,700.00 8540098 575 Granite Hills Street 01 179 1 $367,146.00 30 Simi Valley 93065 7 9.75 95 $54,974.34 8/1/13 2 748 2661641 Mohajer-vaghary VA 181 RFC01 $47,750.00 6/25/98 $254,800.00 8480014 1814 Brentridge Street 01 178 1 $318,500.00 31 Vienna 22182 6 8.375 95 $47,482.14 7/1/13 2 756 2661643 McCanta WA 181 14 $16,600.00 7/6/98 $134,400.00 8493587 15334 25th Avenue 01 179 1 $168,000.00 38 Shoreline 98155 6 90 $16,563.66 8/1/13 2 662 11.05 2661645 Twyman OR 181 14 $25,300.00 7/13/98 $202,800.00 01 8493611 5471 NorthWest Peakness 179 1 $253,500.00 28 Portland 97229 7 10 90 $4,983.16 8/1/13 2 689 2661653 Tiggs CA 181 14 $41,000.00 7/28/98 $217,024.00 8529299 71 Montebello Drive 02 179 1 $272,000.00 28 Daly City 94015 7 10.975 95 $40,974.98 8/1/13 2 755 2661660 Patterson NM 181 14 $35,000.00 7/24/98 $11,384.00 8521643 23 A County Road 3463 02 179 1 $81,000.00 44 Flora Vista 87415 6 9.84 58 $34,887.00 8/1/13 2 709 2661661 Pitney NM 181 14 $10,000.00 7/24/98 $74,000.00 8516866 1108 Fairview 02 179 1 $85,500.00 34 Farmington 87401 6 11.09 99 $9,978.19 8/1/13 2 745 2661663 Becker VA 181 14 $99,500.00 6/18/98 $225,270.00 8480279 9405 Oakley Court 02 178 1 $333,000.00 48 Fredericksburg 22407 6 10.25 98 $99,028.79 7/1/13 2 733 2661665 Williams GA 180 14 $23,750.00 7/27/98 $57,801.00 1673 North Columbia Place 02 178 1 $82,000.00 45 8518524 Decatur 30032 7 10.75 100 $23,562.76 7/31/13 2 699 2661667 Englert DC 181 14 $49,050.00 6/30/98 $261,600.00 8480394 3015 Rodman Street 01 178 1 $327,000.00 32 95 Washington 20008 7 9.875 $49,027.71 7/1/13 2 681 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661668 Oxendine VA 181 14 $47,250.00 6/23/98 $252,000.00 8480444 3510 King Arthur Road 01 178 1 $315,000.00 44 Annandale 22003 7 95 $47,215.21 2 649 10.875 7/1/13 2661669 Dibbs VA 181 RFC01 $30,750.00 6/22/98 $164,000.00 8480477 11705 Indian Ridge Road 01 178 1 $205,000.00 35 Reston 20191 6 8.875 95 $30,585.03 7/1/13 2 686 2661676 Xia MD 180 09 $41,250.00 6/5/98 $220,000.00 8481004 11828 Appaloosa Way 01 177 1 $275,000.00 37 North Potomac 20878 7 9.75 95 $41,191.80 6/1/13 2 725 2661677 Conover VA 181 14 $80,400.00 6/30/98 $187,600.00 8480485 811 West Country Club 01 178 1 $268,000.00 29 Purcellville 20132 6 10 100 $79,110.42 7/1/13 2 780 2661678 Cohen MD 181 14 $28,550.00 6/29/98 $152,400.00 8480527 25 Darwin Avenue 01 178 1 $190,500.00 31 Takoma Park 20912 6 9.5 95 $27,052.50 7/1/13 2 762 2661679 Huntington MD 181 14 $212,000.00 6/29/98 $742,000.00 8490112 8808 Potomac Station Lane 01 178 1 $1,060,000.00 45 Potomac 20854 7 90 $211,830.76 7/1/13 2 693 10.5 2661680 Wachino VA 181 14 $44,850.00 6/30/98 $239,200.00 01 8480535 2807 Holly Street 178 1 $299,000.00 26 Alexandria 22305 7 9.375 95 $44,550.60 7/1/13 2 711 2661681 Hayden VA 180 09 $33,750.00 6/5/98 $180,150.00 8480584 12171 Hopper Lane 01 177 1 $225,200.00 30 Bristow 20136 6 10 95 $33,500.64 6/1/13 2 746 2661687 Kelly MD 181 09 $45,300.00 6/17/98 $241,600.00 8480592 6814 Roslyn Court 01 178 1 $302,000.00 42 Colombia 21044 7 10.5 95 $45,263.84 7/1/13 2 730 2661709 Chang CA 181 14 $30,500.00 8/3/98 $244,000.00 8542342 3301 Gibson Place 01 180 1 $305,000.00 22 Redondo Beach 90278 6 10 90 $30,304.17 9/1/13 2 745 2661727 Meyer CO 181 14 $31,800.00 7/30/98 $159,000.00 8529026 4680 Independence Trail 01 179 1 $212,000.00 27 Evergreen 80439 7 10 90 $31,771.74 8/1/13 2 743 2661729 Bush VA 181 14 $37,450.00 6/25/98 $199,900.00 5813 Bush Hill Drive 01 178 1 $249,900.00 25 8541963 Alexandria 22310 6 9.625 95 $37,262.23 7/1/13 2 687 2661732 Barros VA 179 14 $17,500.00 6/26/98 $130,000.00 8480667 6108 North Lee Highway 01 176 1 $162,500.00 39 91 Arlington 22205 7 9.75 $17,483.41 5/26/13 2 793 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661734 Brogan VA 181 09 $36,450.00 6/25/98 $194,400.00 8480659 2518 Penny Royal Lane 01 178 1 $243,000.00 26 Reston 20191 6 95 $36,142.22 2 804 8.375 7/1/13 2661736 Brent MD 181 14 $30,900.00 6/26/98 $164,000.00 8480709 810 Woodside Parkway 02 178 1 $206,000.00 36 Silver Springs 20910 6 9.5 95 $30,743.30 7/1/13 2 773 2661738 Lawrence MD 181 14 $45,000.00 6/30/98 $240,000.00 8480741 8907 Melwood Road 01 178 1 $300,000.00 26 Bethesda 20817 6 8.25 95 $44,644.76 7/1/13 2 738 2661747 Videlock MD 181 14 $30,050.00 6/23/98 $160,400.00 8482143 16720 Sioux Lane 01 178 1 $200,500.00 45 Gaithersburg 20878 7 9.75 95 $29,737.05 7/1/13 2 780 2661749 Braham VA 181 14 $42,750.00 6/22/98 $228,000.00 8480766 40748 Woodside Place 01 178 1 $285,000.00 35 Leesburg 20175 6 9.625 95 $42,535.64 7/1/13 2 718 2661751 Fitzgibbon VA 181 14 $30,750.00 6/24/98 $164,000.00 8480782 320 East Del Ray Avenue 01 178 1 $205,000.00 32 Alexandria 22301 7 95 $30,713.57 7/1/13 2 790 8.625 2661753 Jacobs WA 181 14 $39,700.00 7/23/98 $198,750.00 01 8539082 3607 29th Avenue West 179 1 $265,000.00 39 Seattle 98199 6 9.8 90 $39,700.00 8/1/13 2 753 2661756 Light VA 181 09 $43,950.00 6/26/98 $102,550.00 8481426 407 Image Court 01 178 1 $146,500.00 32 Sterling 20164 7 9.625 100 $43,907.73 7/1/13 2 711 2661764 Wilkins UT 180 14 $27,300.00 7/27/98 $136,500.00 8517930 978 North 500 East 01 178 1 $182,000.00 39 Springville 84663 7 10.625 90 $27,189.44 7/31/13 2 644 2661767 Gerstel VA 181 14 $37,350.00 6/24/98 $199,200.00 8480964 1834 Tilden Place 01 178 1 $249,000.00 41 McLean 22101 7 10 95 $37,316.82 7/1/13 2 754 2661773 Fabricius VA 181 RFC01 $33,600.00 3/16/98 $179,200.00 8481442 3865 Inverness Road 01 175 1 $224,000.00 40 Fairfax 22033 6 9 95 $33,149.34 4/1/13 2 771 2661788 Kelley, Jr. DC 180 04 $41,250.00 7/2/98 $220,000.00 1 & 2 Logan Circle 01 178 1 $275,000.00 31 8481509 Washington 20005 6 9.5 95 $41,040.82 7/1/13 2 789 2661789 Seares NJ 181 14 $29,700.00 7/29/98 $237,600.00 8528168 266 Summit Avenue 01 179 1 $297,000.00 38 90 Hackensack 07601 6 11.125 $29,635.44 8/1/13 2 721 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661790 Sebastiani VA 181 14 $27,300.00 6/17/98 $145,600.00 8481061 3530 South 7th Street 01 178 1 $182,000.00 29 Arlington 22204 6 95 $26,840.53 2 776 9.125 7/1/13 2661791 Regnier IN 181 14 $17,850.00 7/17/98 $95,200.00 8482218 313 ST 01 179 1 $119,000.00 37 Tipton 46072 6 9.275 95 $17,803.99 8/1/13 2 737 2661793 Abelardo CA 181 09 $41,500.00 7/13/98 $332,720.00 8482697 72 Haskins Ranch CIR 01 179 1 $415,900.00 23 Danville 94506 6 9.4 90 $41,394.23 8/1/13 2 744 2661797 Margalski IL 181 14 $34,200.00 7/13/98 $182,400.00 8482093 2255 Paddock CT 02 179 1 $228,000.00 31 Geneva 60134 6 11.775 95 $33,730.07 8/1/13 2 673 2661799 Beliveau UT 181 14 $37,650.00 7/10/98 $140,000.00 8482119 1520 NW 300 02 179 1 $187,000.00 36 Mapleton 84664 6 12.775 95 $37,580.02 8/1/13 2 659 2661801 Wright CA 181 14 $26,500.00 7/13/98 $141,600.00 8482655 936 Muskwaki DR 01 179 1 $177,000.00 31 South Lake Tahoe 96150 6 95 $26,439.09 8/1/13 2 724 10.525 2661803 Carroll CA 181 14 $43,000.00 7/13/98 $173,610.00 02 8482259 1053 Plumas CT 179 1 $218,000.00 45 Livermore 94550 6 10.77 100 $42,903.38 8/1/13 2 699 2661805 Grigg CA 181 14 $30,000.00 7/10/98 $98,684.00 8481640 6217 Casita AVE 02 179 1 $165,000.00 26 Carmichael 95608 6 9.775 78 $29,926.11 8/1/13 2 749 2661807 Aponte NJ 181 14 $16,200.00 7/13/98 $86,400.00 8482002 1 Strawberry Point DR 02 179 1 $108,000.00 23 Byram 07821 6 12.4 95 $16,167.40 8/1/13 2 644 2661808 Hamilton NV 181 09 $23,000.00 7/10/98 $89,850.00 8482051 6370 Mono Court 02 179 1 $116,000.00 32 Sun Valley 89433 7 10.525 98 $22,990.91 8/1/13 2 720 2661810 Petersen CA 181 14 $55,400.00 7/14/98 $295,600.00 8481533 8741 Curragh Downs DR 01 179 1 $369,500.00 34 Fair Oaks 95628 6 9.775 95 $55,163.55 8/1/13 2 732 2661811 Leonard FL 181 14 $38,500.00 7/13/98 $114,322.00 3526 State 580 RD 02 179 1 $215,000.00 35 8481541 Safety Harbor 34695 6 9.65 72 $38,404.08 8/1/13 2 699 2661813 Kiefer NJ 181 14 $23,200.00 7/17/98 $185,600.00 8481590 55 James ST 01 179 1 $231,000.00 31 91 Morristown 07960 7 10.9 $23,191.54 8/1/13 2 692 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661814 Gianetto NJ 181 14 $22,000.00 7/13/98 $208,000.00 8481616 45 Morning Glory RD 02 179 1 $260,000.00 30 Warren 07059 7 89 $21,986.08 2 685 10.15 8/1/13 2661815 Brothers WA 181 14 $45,000.00 7/8/98 $130,464.00 8481384 27801 Southkanasket-kangl 02 179 1 $195,000.00 50 Ravensdale 98051 7 11.525 90 $44,907.19 8/1/13 2 680 2661816 Aceves CA 181 14 $35,950.00 7/8/98 $143,900.00 8481400 3242 Fairman ST 01 179 1 $179,900.00 43 Lakewood 90712 7 12.275 100 $35,940.33 8/1/13 2 729 2661818 Callister CA 181 09 $44,400.00 7/13/98 $236,850.00 8481475 28306 N Azurite PL 01 179 1 $296,101.00 42 Valencia Area 91354 7 10.275 95 $44,381.49 8/1/13 2 754 2661819 Lefran FL 181 09 $73,650.00 7/17/98 $392,800.00 8494734 1211 Kelso. BLVD 01 179 1 $491,000.00 35 Windermere 34786 6 9.775 95 $73,468.60 8/1/13 2 741 2661821 Beisel VA 181 RFC01 $18,450.00 6/19/98 $98,400.00 8481137 1110 Casper Drive 01 178 1 $123,000.00 44 Herndon 20170 7 95 $18,433.17 7/1/13 2 673 9.875 2661822 Lasov MD 181 14 $46,600.00 6/18/98 $248,500.00 01 8481517 205 Glyndon Meadow Road 178 1 $310,670.00 38 Reisterstown 21136 7 9.875 95 $44,881.64 7/1/13 2 681 2661828 Wood VA 181 09 $37,850.00 6/24/98 $202,000.00 8494569 12719 Purdham Drive 01 178 1 $254,000.00 48 Woodbridge 22192 6 10.5 95 $37,643.22 7/1/13 2 703 2661829 Kaestner VA 181 09 $34,500.00 6/30/98 $172,500.00 8481566 105 English Court 01 178 1 $230,000.00 24 Leesburg 20175 7 11 90 $34,475.29 7/1/13 2 704 2661831 Scheffy MD 181 RFC01 $25,650.00 6/24/98 $137,000.00 8481244 8729 Thornbrook Drive 01 178 1 $171,278.00 35 Odenton 21113 7 10.5 95 $25,158.25 7/1/13 2 709 2661834 Zelikoff VA 181 RFC01 $41,625.00 6/30/98 $222,000.00 8481756 8144 Madrillon Court 01 178 1 $277,500.00 39 Vienna 22182 7 9.375 95 $41,582.79 7/1/13 2 748 2661839 Griffioen MD 181 09 $89,800.00 6/23/98 $479,050.00 11512 Ridge Mist Terrace 01 178 1 $598,850.00 43 8490690 Gaithersburg 20854 7 9.75 95 $89,715.87 7/1/13 2 715 2661841 Beatty VA 181 09 $44,650.00 6/26/98 $238,250.00 8483588 5948 Innisvale Drive 01 178 1 $297,850.00 36 95 Fairfax Station 22039 7 8.625 $44,521.65 7/1/13 2 744 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661843 Caro CA 181 14 $27,900.00 7/1/98 $80,077.00 8493884 10347 Pendleton Street 02 179 1 $135,000.00 49 Riverside 92505 6 80 $27,829.21 2 779 9.45 8/1/13 2661849 Gray VA 181 09 $56,250.00 6/24/98 $300,000.00 8482176 5231 Summit Drive 01 178 1 $375,000.00 33 Fairfax 22030 7 8.625 95 $56,183.34 7/1/13 2 775 2661851 Cradduck CA 181 14 $18,600.00 6/17/98 $279,000.00 8494056 22219 Paseo De Los 02 178 1 $372,000.00 34 Sonora 95370 6 9.125 80 $18,502.43 7/1/13 2 796 2661852 Cifala VA 181 RFC01 $25,750.00 6/12/98 $137,500.00 8481723 8172 Electric Avenue 01 178 1 $171,900.00 41 Vienna 22182 7 9.125 95 $25,722.69 7/1/13 2 698 2661855 Boynton CA 181 04 $22,800.00 7/7/98 $121,600.00 8481434 14569 Benefit Street 01 179 1 $152,000.00 19 Los Angeles 91403 6 9.875 95 $22,744.35 8/1/13 2 646 2661856 Kochhar VA 181 09 $40,000.00 7/20/98 $213,600.00 8492860 11026 Solaridge Drive 01 179 1 $267,000.00 32 Reston 20191 7 95 $39,983.23 8/1/13 2 728 10.25 2661857 Blaul VA 181 14 $61,000.00 7/15/98 $489,600.00 01 8492597 1200 Artnauman Court 179 1 $612,000.00 32 McLean 22102 7 9.875 90 $61,000.00 8/1/13 2 724 2661860 Stapley CA 181 09 $25,800.00 7/14/98 $343,250.00 8483471 31272 Avenida Madrid 01 179 1 $429,120.00 37 San Juan 92675 7 9.525 87 $25,800.00 8/1/13 2 697 2661861 Leigh CA 181 09 $46,350.00 7/1/98 $247,150.00 8482952 5289 Clearbrook DR 01 179 1 $308,950.00 41 Concord 94521 7 10.275 95 $46,330.67 8/1/13 2 765 2661862 Wassink MI 181 04 $84,950.00 7/16/98 $318,675.00 8484586 2247 Cascade Lakes Se CIR 01 179 1 $424,900.00 30 Cascade 49546 6 9.65 95 $84,738.37 8/1/13 2 757 2661865 Roberts, Jr CA 181 04 $29,100.00 7/10/98 $116,400.00 8484578 720 N Isabel 4 01 179 1 $145,500.00 42 Glendale 91206 7 11.025 100 $29,089.68 8/1/13 2 763 2661866 Dabrowski CA 181 14 $33,000.00 7/8/98 $132,000.00 8280 Northwind WAY 01 179 1 $165,000.00 37 8483034 Orangevale 95662 7 10.65 100 $32,987.31 8/1/13 2 773 2661867 Lee PA 181 14 $44,500.00 7/16/98 $178,000.00 8483190 4206 Sweetbay DR 01 179 1 $222,500.00 34 100 Bethel Park 15102 6 10.775 $44,400.05 8/1/13 2 709 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661868 Coumes CA 181 14 $36,200.00 7/10/98 $144,950.00 8483208 11240 Greycliff AVE 01 179 1 $181,225.00 48 Montclair 91763 6 100 $36,125.98 2 681 11.775 8/1/13 2661870 Robertson CA 181 14 $93,000.00 7/10/98 $215,900.00 8489999 259 Cliffwood DR 01 179 1 $308,900.00 20 Simi Valley 93065 7 10.9 100 $92,966.11 8/1/13 2 745 2661871 Gay CA 181 14 $27,000.00 7/9/98 $144,000.00 8482960 1754 Jasmine ST 02 179 1 $180,000.00 43 El Cajon 92021 6 12.025 95 $26,946.08 8/1/13 2 674 2661872 Tarpenning WA 181 14 $18,000.00 7/9/98 $100,000.00 8482978 1315 S Tule Lake RD 02 179 1 $145,000.00 37 Tacoma 98444 6 9.775 82 $17,955.67 8/1/13 2 748 2661873 Cheeseman CA 181 09 $39,100.00 7/9/98 $313,100.00 8483299 553 Blue Sky CIR 01 179 1 $391,423.00 50 Simi Valley 93065 7 9.65 90 $39,081.37 8/1/13 2 688 2661874 Portnoy CA 181 14 $42,000.00 7/8/98 $252,000.00 8482895 23432 Via Hispano 02 179 1 $315,000.00 50 Santa Clarita 91355 7 94 $41,983.39 8/1/13 2 722 10.525 2661875 Burnette NC 181 14 $29,400.00 7/1/98 $110,250.00 02 8482903 131 Dix Creek RD 179 1 $147,000.00 37 Canton 28716 6 12.275 95 $29,340.74 8/1/13 2 669 2661876 Overcashier CA 181 14 $24,000.00 7/8/98 $192,000.00 8482911 1660 Wyndham WAY 02 179 1 $240,000.00 19 El Dorado Hills 95762 6 10.525 90 $23,944.83 8/1/13 2 692 2661878 Gougousis CA 181 14 $80,000.00 7/8/98 $238,400.00 8482804 1885 Travertine WAY 02 179 1 $348,000.00 40 Union City 94587 6 10.525 92 $79,816.11 8/1/13 2 682 2661879 Mc Auliffe CA 182 14 $63,750.00 6/29/98 $340,000.00 8482812 1659 Collingwood AVE 01 179 1 $425,000.00 42 San Jose 95125 7 10.775 95 $63,726.13 8/1/13 2 763 2661881 Ursua CA 181 09 $21,000.00 6/26/98 $168,000.00 8481525 25 Calle Verano 01 178 1 $210,000.00 44 Rancho Santa 92688 7 10.375 90 $20,982.77 7/1/13 2 702 2661890 Bishoff-carlson MD 181 14 $52,000.00 7/31/98 $277,600.00 6452 South Wind Circle 01 179 1 $347,000.00 38 8539546 Columbia 21044 7 10.25 95 $51,978.20 8/1/13 2 768 2661900 Armstrong VA 181 14 $14,550.00 6/30/98 $77,600.00 8481707 209 North Rice Street 01 178 1 $97,000.00 50 95 Berryville 22611 7 9.5 $14,535.64 7/1/13 2 796 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661901 STEMP WA 181 14 $30,000.00 7/28/98 $107,300.00 8524654 307 West 48th Avenue 02 179 1 $156,000.00 33 KENNEWICK 99337 6 89 $29,934.45 2 710 11.07 8/1/13 2661904 Jones CA 181 14 $33,000.00 7/23/98 $176,000.00 8519712 5599 Carriage Lane 01 179 1 $220,000.00 43 Santa Rosa 95403 7 10.22 95 $32,985.95 8/1/13 2 717 2661908 Crandell MD 180 14 $75,000.00 7/10/98 $174,900.00 8490625 12 Hilltop Road 01 178 1 $250,000.00 33 Silver Spring 20910 6 11.1 100 $74,671.65 7/10/13 2 755 2661911 Bruno VA 180 RFC01 $12,500.00 7/2/98 $136,000.00 8501470 5937 Baron Kent Lane 01 178 1 $172,500.00 40 Centreville 20120 6 9.5 87 $11,991.85 7/1/13 2 772 2661916 Sisti CA 181 09 $47,100.00 7/21/98 $251,200.00 8538027 488 Silver Shadow Drive 01 179 1 $314,000.00 44 San Marcos 92069 7 10.375 95 $47,080.77 8/1/13 2 724 2661918 Luthy CA 181 14 $52,000.00 7/8/98 $311,900.00 8483521 2530 Horace Street 01 179 1 $389,900.00 50 Riverside 92506 7 94 $51,979.79 8/1/13 2 769 10.625 2661920 Towle VA 181 09 $51,050.00 6/19/98 $272,450.00 01 8497208 4502 Gaston Street 178 1 $340,564.00 25 Chantilly 20151 7 11 95 $51,013.43 7/1/13 2 712 2661921 Beil VA 181 09 $39,600.00 6/4/98 $211,200.00 8482762 9839 Natick Road 01 178 1 $264,000.00 42 Burke 22015 6 9.875 95 $39,405.92 7/1/13 2 646 2661925 Campbell CA 181 15 $66,000.00 7/7/98 $528,000.00 8494171 251-253 29th Street 01 179 1 $665,000.00 38 San Francisco 94131 7 9.55 90 $65,967.88 8/1/13 2 751 2661930 Haynes CA 181 14 $14,900.00 7/23/98 $90,047.00 8528424 44776 Road 415 02 179 1 $140,000.00 13 Coarsegold 93614 6 10.625 75 $14,866.07 8/1/13 2 691 2661931 Arthur VA 180 14 $47,775.00 6/2/98 $254,800.00 8481988 9325 Hobart Court 01 177 1 $318,500.00 35 Fairfax 22032 7 10.625 95 $47,719.06 6/1/13 2 653 2661933 Beliveau VA 181 09 $39,750.00 6/25/98 $212,000.00 402 Old Dominion Avenue 01 178 1 $265,000.00 26 8485666 Herndon 20170 7 9.125 95 $39,707.53 7/1/13 2 762 2661938 De Graff CA 181 14 $21,900.00 7/7/98 $175,200.00 8494155 790 Grey Hawk Court 01 179 1 $219,000.00 40 90 San Diego 92057 7 10.8 $21,850.93 8/1/13 2 730 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2661940 Bonvouloir VA 181 09 $57,500.00 6/23/98 $340,800.00 8482135 2854 Willowmere Woods 01 178 1 $426,000.00 30 Vienna 22180 7 94 $57,440.15 2 725 9.75 7/1/13 2661941 Berreth VA 181 09 $24,550.00 3/20/98 $131,000.00 8482689 5 Calvert Court 01 175 1 $163,900.00 35 Sterling 20164 6 10.75 95 $24,268.69 4/1/13 2 653 2661947 Haley LA 181 14 $13,050.00 7/27/98 $72,584.00 8531584 18381 Hope Villa Drive 02 179 1 $95,000.00 34 Prairieville 70769 7 11.875 91 $13,050.00 8/1/13 2 672 2661948 Good WA 121 14 $15,000.00 7/2/98 $128,000.00 8494148 2309 West Mukilteo Blvd. 02 119 1 $182,000.00 36 Everett 98203 5 10 79 $14,895.00 8/1/08 2 728 2661952 Blalock, III VA 181 14 $78,000.00 6/19/98 $416,000.00 8482630 11405 Wolfs Landing 01 178 1 $520,000.00 38 Fairfax Station 22039 6 10 95 $77,622.05 7/1/13 2 714 2661970 NORD OR 181 14 $16,000.00 7/24/98 $143,000.00 8528911 7645 Cason Lane 01 179 1 $179,000.00 45 Gladstone 97027 6 89 $15,828.06 8/1/13 2 698 10.25 2661972 Shah CA 181 09 $48,000.00 7/22/98 $255,950.00 01 8538233 312 North Sara Jane Lane 179 1 $319,990.00 47 Placentia 92870 7 10.5 95 $47,980.92 8/1/13 2 705 2661977 Robinson GA 181 04 $16,000.00 6/29/98 $118,114.00 8494577 5618 Brook Ridge Drive 02 178 1 $153,500.00 28 Dunwoody 30338 6 9.875 88 $15,912.22 7/1/13 2 745 2661978 Spence UT 181 14 $21,000.00 7/17/98 $93,600.00 8523722 2011 North 630 West 02 179 1 $117,000.00 32 Clinton 84015 6 11 98 $20,953.81 8/1/13 2 733 2661979 Aldrich CO 181 09 $60,000.00 7/29/98 $360,000.00 8521502 28764 Wild Rose Drive 01 179 1 $540,000.00 28 Evergreen 80439 7 10.5 78 $15,525.00 8/1/13 2 776 2661983 Campbell NY 181 14 $33,525.00 7/8/98 $178,800.00 8516247 24 Somerstown Road 01 179 1 $223,500.00 34 Ossining 10562 7 11.125 95 $33,513.36 8/1/13 2 729 2662027 Ebel MD 181 14 $10,000.00 6/23/98 $225,000.00 3510 Inverness Drive 02 178 1 $235,000.00 27 8484974 Chevy Chase 20815 6 10.25 100 $9,952.64 7/1/13 2 675 2662037 Bruhn CA 181 14 $80,500.00 7/24/98 $133,085.00 8539173 5507 Goldenwest Avenue 02 179 1 $225,000.00 29 95 Temple City 91780 6 9.4 $80,294.82 8/1/13 2 776 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2662040 Knight VA 181 RFC01 $36,000.00 6/26/98 $192,000.00 8484305 620 North Tazewell Street 01 178 1 $240,000.00 37 Arlington 22203 7 95 $35,966.26 2 722 9.75 7/1/13 2662045 CRAIG CO 181 14 $32,250.00 8/3/98 $216,750.00 8530610 395 Oneida Street 01 180 1 $289,000.00 43 Boulder 80303 7 10.25 87 $32,250.00 9/1/13 2 670 2662046 BROWN CO 181 14 $22,600.00 8/3/98 $180,700.00 8533861 221 Lois Drive 01 180 1 $226,000.00 32 Louisville 80027 7 9.875 90 $22,600.00 9/1/13 2 767 2662048 Phung CA 181 14 $44,650.00 7/20/98 $238,300.00 8519464 2982 Angeloni Place 01 179 1 $297,903.00 32 San Jose 95111 7 10.75 95 $44,650.00 8/1/13 2 653 2662059 Reimer VA 181 09 $45,750.00 6/25/98 $244,000.00 8484289 6706 Jade Post Lane 01 178 1 $305,000.00 44 Centreville 20121 7 10.25 95 $45,711.46 7/1/13 2 724 2662060 McCarty VA 180 14 $94,000.00 7/24/98 $282,000.00 8524555 3250 Fox Mill Road 01 178 1 $470,000.00 28 Oakton 22124 7 80 $93,953.76 7/24/13 2 761 9.5 2662061 Malinowski NJ 120 14 $17,700.00 7/23/98 $88,500.00 02 8497018 1189 Bay Avenue 118 1 $118,000.00 42 Dover 07853 5 11.55 90 $17,621.00 7/28/08 2 652 2662064 Smith VA 181 09 $93,000.00 6/23/98 $217,000.00 8483497 6439 La Petite Place 01 178 1 $310,000.00 45 Centerville 20121 7 9.5 100 $92,908.16 7/1/13 2 683 2662065 Reilly VA 181 14 $57,900.00 6/29/98 $308,800.00 8484271 8015 Agin Court 01 178 1 $386,000.00 35 McLean 22102 7 9.75 95 $57,843.21 7/1/13 2 752 2662067 Yelamos VA 181 14 $27,750.00 6/29/98 $148,000.00 8483489 6637 Gordon Avenue 01 178 1 $185,000.00 33 Falls Church 22043 6 9.5 95 $27,609.28 7/1/13 2 784 2662071 Wilson VA 181 14 $33,000.00 6/16/98 $176,000.00 8535270 6704 Red Jacket Road 01 178 1 $220,000.00 39 Springfield 22152 6 8.75 95 $32,730.46 7/1/13 2 733 2662078 Dastrup CA 181 14 $33,550.00 6/26/98 $178,950.00 10554 Rancho Carmel Drive 01 178 1 $227,900.00 41 8483513 San Diego 92128 6 11.3 94 $33,405.82 7/1/13 2 686 2662081 Buchanan MD 181 09 $32,250.00 6/16/98 $172,200.00 8492837 512 Craighill Channel Dr. 01 178 1 $216,250.00 34 95 Perryville 21903 7 10.5 $32,189.02 7/1/13 2 699 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2662082 Purcell CA 181 14 $34,000.00 6/24/98 $181,500.00 8483554 2523 Patra Drive 01 178 1 $226,900.00 31 El Sobrante 94803 7 95 $33,978.40 2 701 11.55 7/1/13 2662086 Misner CA 181 14 $17,450.00 7/8/98 $139,900.00 8494106 1469 Melody Lane 01 179 1 $174,900.00 39 El Cajon 92019 6 10.1 90 $17,406.87 8/1/13 2 648 2662087 Mazzocchi VA 181 14 $40,400.00 6/30/98 $215,600.00 8483570 2517 Soapstone Drive 01 178 1 $269,500.00 34 Reston 20191 7 9.125 95 $40,356.83 7/1/13 2 718 2662089 Brown VA 181 14 $41,850.00 6/25/98 $223,200.00 8483992 6219 28th Street N. 01 178 1 $279,000.00 26 Arlington 22207 7 9.125 95 $41,805.27 7/1/13 2 699 2662090 Mc Allister CA 181 14 $35,700.00 7/2/98 $285,600.00 8494130 1316 West Bloomwood Road 01 179 1 $357,000.00 33 Rancho Palos 90275 7 9.8 90 $35,683.52 8/1/13 2 749 2662097 Realubin CA 181 14 $56,250.00 7/17/98 $300,000.00 8522773 160 St Francis Boulevard 01 179 1 $375,000.00 43 Daly City 94015 6 95 $56,250.00 8/1/13 2 696 11.375 2662100 Schintler VA 181 14 $30,900.00 6/26/98 $164,800.00 01 8483646 5415 Sideburn Road 178 1 $206,000.00 40 Fairfax 22032 6 8.375 95 $30,726.67 7/1/13 2 758 2662106 Corral CA 181 14 $34,050.00 6/24/98 $181,600.00 8494122 2884 Colgate Drive 01 178 1 $227,000.00 39 Oceanside 92056 7 10.55 95 $34,023.12 7/1/13 2 664 2662107 Bianco DC 181 14 $96,750.00 6/24/98 $592,000.00 8483653 3001 Foxhall Road 01 178 1 $740,000.00 44 Washtington 20016 7 10.75 94 $96,713.58 7/1/13 2 740 2662110 Phu CA 181 14 $24,250.00 7/2/98 $194,000.00 8494114 1016 High Street 01 179 1 $242,500.00 40 Alameda 94501 7 10 90 $24,239.27 8/1/13 2 695 2662117 Hasund CA 181 09 $50,050.00 6/24/98 $227,150.00 8496366 38409 Crosspointe Common 01 178 1 $308,000.00 35 Fremont 94536 7 9.25 90 $49,997.90 7/1/13 2 713 2662120 Hurwitz CA 181 14 $30,500.00 7/27/98 $244,000.00 5824 Wilkinson Avenue 02 179 1 $305,000.00 45 8524704 Valley Village 91607 6 9.675 90 $30,424.19 8/1/13 2 704 2662122 Ammermann VA 181 RFC01 $37,850.00 6/25/98 $201,800.00 8484214 2300 N Greenbrier Court 01 178 1 $252,287.00 34 95 Arlington 22207 6 9.5 $37,256.46 7/1/13 2 748 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2662126 Sipos VA 181 14 $80,250.00 6/29/98 $428,000.00 8484222 1001 Bellview Road 01 178 1 $535,000.00 41 McLean 22102 7 95 $7,127.47 2 754 9.375 7/1/13 2662134 Coy VA 181 09 $38,450.00 6/16/98 $205,200.00 8489973 9919 Bagpipe Court 01 178 1 $256,550.00 44 Bristow 20136 7 10.25 95 $38,417.62 7/1/13 2 751 2662140 Baluyut CA 182 09 $61,500.00 7/28/98 $492,000.00 8542045 85 San Pablo Avenue 01 180 1 $615,000.00 40 San Francisco 94127 7 9.9 90 $61,500.00 9/1/13 2 685 2662141 Hodge, Jr. DC 181 04 $27,400.00 6/30/98 $219,550.00 8484248 1 & 2 Logan Circle 01 178 1 $274,450.00 22 Washington 20005 7 9.125 90 $27,370.71 7/1/13 2 714 2662153 Farley NJ 180 14 $22,200.00 4/30/98 $248,800.00 8533259 253 Mountain Way 01 175 1 $311,000.00 48 Borough Of Morris 07590 6 10 88 $21,781.39 4/30/13 2 725 2662154 Kahlert CA 181 14 $27,500.00 7/8/98 $270,000.00 8486656 3032 Tigertail Drive 01 179 1 $340,000.00 33 Los Alamitos 90720 6 88 $27,435.16 8/1/13 2 693 10.25 2662160 Snitzler VA 181 04 $32,000.00 6/30/98 $170,750.00 01 8484537 305 South Payne Street 178 1 $213,440.00 41 Alexandria 22314 7 9.5 95 $31,911.85 7/1/13 2 683 2662165 Madani CA 181 14 $91,100.00 7/15/98 $486,000.00 8491193 01 179 1 $610,000.00 34 Laguna Niguel 92677 7 11 95 $91,067.51 8/1/13 2 747 2662170 Badillo ID 180 14 $30,000.00 7/24/98 $101,400.00 8516262 7000 North Casa Real Place 02 178 1 $165,000.00 46 Boise 83703 6 10.55 80 $29,888.75 7/29/13 2 694 2662171 Clifton CA 181 14 $90,000.00 7/23/98 $210,000.00 8518144 441 Ross Street 01 179 1 $300,000.00 42 Glendale 91207 7 10.55 100 $89,961.25 8/1/13 2 748 2662174 Mckim TX 181 09 $29,125.00 7/20/98 $116,500.00 8485146 9024 Brimstone Lane 01 179 1 $145,625.00 34 Austin 78717 6 9.99 100 $29,125.00 8/1/13 2 712 2662175 Simonsen CA 181 14 $44,000.00 7/14/98 $176,000.00 103 Oakvue RD 01 179 1 $220,000.00 39 8484693 Pleasant Hill 94523 7 10.775 100 $43,983.52 8/1/13 2 746 2662178 Blagburn MD 181 RFC01 $18,750.00 7/15/98 $100,000.00 8485104 13184 Ripon PL 02 179 1 $125,000.00 40 95 Upper Marlboro 20772 7 11.525 $18,744.04 8/1/13 2 704 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2662181 Lumpkin VA 181 RFC01 $25,950.00 7/15/98 $138,400.00 8485138 3108 Borge ST 02 179 1 $173,000.00 24 Oakton 22124 7 95 $25,936.79 2 753 10.025 8/1/13 2662182 Gauspohl FL 181 09 $20,700.00 7/15/98 $110,400.00 8484958 557 SouthWest St. Martin's 02 179 1 $138,000.00 35 Port St. Lucie 34986 6 10.525 95 $16,112.95 8/1/13 2 737 2662183 Joyce GA 181 14 $44,500.00 7/15/98 $167,000.00 8485013 3346 Woodsfield Trace 02 179 1 $235,000.00 49 Marietta 30062 7 11.275 90 $44,418.11 8/1/13 2 656 2662184 Allyn CA 181 14 $54,600.00 7/8/98 $127,400.00 8485021 928 Beaver ST 02 179 1 $182,000.00 44 Santa Rosa 95404 7 11.275 100 $54,581.66 8/1/13 2 685 2662187 Haddix OH 181 14 $20,000.00 7/14/98 $91,000.00 8484891 941 Oberlin DR 02 179 1 $113,000.00 14 Fairfield 45014 6 10.775 99 $19,955.08 8/1/13 2 711 2662190 Kotecki, Jr CT 181 14 $24,400.00 7/15/98 $116,000.00 8484669 2220 Glasgo RD 02 179 1 $156,000.00 43 Griswold 06360 6 90 $24,342.60 8/1/13 2 700 10.275 2662191 Hayes NJ 181 14 $36,000.00 7/14/98 $84,000.00 02 8484677 816 Hobert Avenue 179 1 $120,000.00 42 Plainfield 07063 6 9.9 100 $35,204.47 8/1/13 2 723 2662197 Gouck PA 181 04 $25,000.00 7/15/98 $92,250.00 8489403 981 Roundhouse CT 02 179 1 $123,000.00 36 West Chester 19380 6 11.775 96 $24,898.88 8/1/13 2 690 2662203 Bauer VA 181 14 $35,250.00 6/29/98 $188,000.00 8484529 2249 North Nottingham 01 178 1 $235,000.00 26 Arlington 22205 7 9.75 95 $35,216.98 7/1/13 2 748 2662211 Brooks VA 181 09 $60,050.00 6/16/98 $320,400.00 8484545 8751 Center Road 01 178 1 $401,000.00 36 Springfield 22152 6 8.375 95 $59,713.15 7/1/13 2 757 2662216 Spivey CA 181 14 $28,500.00 7/16/98 $152,000.00 8516809 22858 Upland Way 01 179 1 $190,000.00 38 Hayward 94541 6 10.875 95 $28,436.58 8/1/13 2 694 2662223 Devolve CA 181 09 $64,500.00 7/24/98 $344,000.00 20520 Via Del Palmar 01 179 1 $430,000.00 33 8501371 Yorba Linda 92886 6 10.7 95 $64,354.12 8/1/13 2 709 2662225 Piccio-azarcon VA 181 14 $93,100.00 6/19/98 $496,950.00 8485005 8418 Cardinal Rose Court 01 178 1 $621,215.00 44 95 Fairfax Station 22039 7 9 $92,997.92 7/1/13 2 757 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2662249 McCullough CA 181 14 $10,000.00 6/17/98 $137,000.00 8484412 2412 Whitetail Drive 01 178 1 $172,500.00 30 Antioch 94509 6 86 $9,949.04 2 743 9.625 7/1/13 2662251 Mann CA 181 14 $42,050.00 6/17/98 $224,300.00 8484495 8028 Mammoth Drive 01 178 1 $280,419.00 45 Rohnert Park 94928 7 10.5 95 $42,016.43 7/1/13 2 761 2662307 Leon CA 181 09 $14,200.00 6/22/98 $256,800.00 8484560 3424 Oakes Drive 01 178 1 $321,000.00 39 Hayward 94542 7 9.875 85 $14,033.02 7/1/13 2 793 2662313 Chakravarthi CA 181 14 $49,350.00 7/2/98 $263,200.00 8524688 421 Glenmoor Circle 01 179 1 $329,000.00 39 Milpitas 95035 7 10.32 95 $49,329.61 8/1/13 2 749 2662334 Tran CA 181 14 $63,000.00 7/8/98 $222,000.00 8520538 2615 Lucena Drive 02 179 1 $300,000.00 33 San Jose 95132 6 11.15 95 $62,863.38 8/1/13 2 684 2662335 Russ CA 181 14 $48,000.00 7/14/98 $240,000.00 8541583 4320 Atlas Avenue 01 179 1 $320,000.00 48 Oakland 94619 7 90 $47,985.96 8/1/13 2 695 11.9 2662336 Williams MD 121 09 $52,500.00 6/30/98 $280,000.00 01 8485096 1600 Angelwing Drive 118 1 $350,000.00 40 Silver Spring 20904 5 9.5 95 $47,241.45 7/1/08 2 745 2662339 Frederick CA 181 14 $33,750.00 7/1/98 $180,000.00 8484735 2323 Jennings Avenue 01 179 1 $225,000.00 41 Santa Rosa 95401 7 10.25 95 $33,735.85 8/1/13 2 768 2662349 Thurman CA 181 14 $21,900.00 6/18/98 $175,200.00 8484834 5514 Firestone Road 01 178 1 $219,000.00 36 Livermore 94550 6 11.25 90 $21,805.46 7/1/13 2 662 2662352 Niemann CA 181 14 $40,500.00 7/10/98 $202,500.00 8528531 360 West Main Avenue 02 179 1 $270,000.00 33 Morgan Hill 95037 7 10.4 90 $40,483.56 8/1/13 2 693 2662356 Kankel CO 181 09 $16,800.00 7/16/98 $227,150.00 8540528 2340 East Crestmont Lane 01 179 1 $305,000.00 43 Littleton 80126 6 9.4 80 $16,757.18 8/1/13 2 716 2662363 O'Hagin CA 182 14 $42,500.00 6/30/98 $340,000.00 1349 Cunningham Road 01 179 1 $425,000.00 44 8487621 Sebastopol 95472 6 10.3 90 $42,400.25 8/1/13 2 694 2662365 Hirschy CA 182 14 $17,050.00 6/30/98 $136,400.00 8484990 2508 Sweet Rain Way 01 179 1 $170,500.00 39 90 Corona 91719 6 9.675 $17,007.62 8/1/13 2 772 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2662368 Coiner MD 181 09 $43,500.00 6/29/98 $232,000.00 8487712 10016 Picea Court 01 178 1 $290,000.00 39 New Market 21774 6 95 $43,277.91 2 738 9.425 7/1/13 2662373 Dyer CA 181 14 $54,000.00 6/24/98 $288,000.00 8487647 5762 Reynolds Place 01 178 1 $360,000.00 43 Concord 94521 6 10.57 95 $53,751.69 7/1/13 2 740 2662376 Bell MD 181 14 $57,900.00 6/25/98 $135,100.00 8485294 305 Ritchie Parkway 01 178 1 $193,000.00 44 Rockville 20852 7 11.2 100 $57,860.28 7/1/13 2 709 2662380 Vaughan MD 181 14 $44,400.00 6/29/98 $222,000.00 8485609 8719 Ridge Road 01 178 1 $296,000.00 35 Bethesda 20817 6 8.875 90 $44,161.80 7/1/13 2 759 2662381 Robertson CA 181 04 $45,000.00 7/1/98 $240,000.00 8486052 10449 Mary Avenue 01 179 1 $300,000.00 42 Cupertino 95014 7 10.32 95 $44,887.00 8/1/13 2 730 2662382 Barbara III CA 181 14 $65,000.00 7/2/98 $192,000.00 8490450 685 Pronto Drive 02 179 1 $290,000.00 37 San Jose 95123 6 89 $64,862.56 8/1/13 2 674 11.42 2662385 HOWARD CO 181 09 $23,250.00 7/3/98 $124,000.00 01 8498172 4747 North Bearlily Way 179 1 $155,000.00 30 Castle Rock 80104 6 10.25 95 $23,195.17 8/1/13 2 708 2662387 Ball CA 181 14 $52,000.00 6/5/98 $227,150.00 8485369 1298 Via Sendero Vista 01 178 1 $320,000.00 45 Escondido 92029 6 10.15 88 $51,347.89 7/1/13 2 719 2662389 Hall VA 181 RFC01 $43,350.00 5/15/98 $231,200.00 8485591 939 Powhatan Street 01 177 1 $289,000.00 47 Alexandria 22314 7 11.3 95 $43,306.16 6/1/13 2 694 2662391 Dorshimer PA 181 14 $31,100.00 7/9/98 $94,850.00 8492092 39 Hemlock Drive 02 179 1 $145,000.00 35 Kutztown 19530 6 9.3 87 $31,020.01 8/1/13 2 789 2662393 Gottbreht CA 181 RFC01 $39,750.00 6/24/98 $212,000.00 8486672 32 Bayberry Way 01 178 1 $265,000.00 25 Irvine 92612 6 11.3 95 $39,438.50 7/1/13 2 693 2662397 Mills CA 181 14 $47,000.00 7/28/98 $376,000.00 7715 West 81st Street 02 179 1 $470,000.00 38 8517831 Playa Del Ray 90293 6 9.5 90 $46,881.29 8/1/13 2 745 2662398 Coumerilh CA 181 14 $37,500.00 7/27/98 $187,500.00 8529877 106 College Road 01 179 1 $250,000.00 40 90 Watsonville 95076 6 9.55 $37,405.72 8/1/13 2 796 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2662399 Ward CA 181 14 $19,700.00 7/15/98 $157,600.00 8499410 3676 Mound Avenue 01 179 1 $197,000.00 48 Ventura 93003 6 90 $19,654.60 2 713 10.5 8/1/13 2662402 Sephahbodi CA 181 14 $28,600.00 7/16/98 $228,800.00 8498149 23934 Calvert Street 01 179 1 $286,000.00 39 Woodland Hills 91367 7 11 90 $28,589.80 8/1/13 2 672 2662406 Crook CA 181 14 $16,000.00 7/9/98 $88,125.00 8498859 2319 September Drive 01 179 1 $118,000.00 30 Modesto 95355 6 10.5 89 $15,963.13 8/1/13 2 715 2662408 De Cristo CA 181 14 $24,050.00 6/24/98 $192,400.00 8485674 3272 Hudson Avenue 01 178 1 $240,500.00 45 Walnut Creek 94598 7 10.375 90 $24,030.28 7/1/13 2 705 2662412 Fiechter CA 181 14 $31,800.00 7/29/98 $255,100.00 8530834 1603 Costa Brava 01 179 1 $319,000.00 39 Pismo Beach 93449 7 9.475 90 $31,800.00 8/1/13 2 791 2662431 Gara MD 181 04 $22,650.00 6/30/98 $120,800.00 8486649 20613 Duck Pond Place 01 178 1 $151,000.00 37 Germantown 20874 7 95 $22,631.12 7/1/13 2 734 10.3 2662440 Schochet AZ 181 09 $25,000.00 7/1/98 $227,150.00 01 8485849 13756 East Geronimo Road 179 1 $286,000.00 23 Scottsdale 85259 6 9.8 89 $24,938.57 8/1/13 2 771 2662451 Hoppe CA 181 14 $11,800.00 7/15/98 $94,400.00 8533994 510 Mockingbird Lane 01 179 1 $118,000.00 45 Oakley 94561 6 9.175 90 $11,769.30 8/1/13 2 735 2662452 Mccartney CA 181 14 $40,000.00 7/24/98 $180,000.00 8528135 12874 Amaranth Street 02 179 1 $240,000.00 40 San Diego 92129 7 10.9 92 $39,985.42 8/1/13 2 691 2662453 Coombs MD 181 09 $42,600.00 7/31/98 $227,150.00 8529364 19209 Zinder Lane 01 179 1 $285,000.00 42 Brookeville 20833 7 11.5 95 $42,586.38 8/1/13 2 672 2662456 Rubin MA 181 14 $93,300.00 6/23/98 $497,600.00 8485898 10 Larch Road 01 178 1 $622,000.00 28 Newton 02168 7 10.5 95 $93,225.51 7/1/13 2 712 2662457 Liggett CA 181 14 $10,000.00 6/24/98 $235,700.00 11643 Silvergate Drive 01 178 1 $295,000.00 32 8485872 Dublin 94568 6 11 84 $9,955.82 7/1/13 2 664 2662460 Baldwin UT 181 14 $41,000.00 7/27/98 $94,712.00 8532681 370 West Center Street 02 179 1 $150,000.00 39 91 Kaysville 84037 6 12.22 $40,919.63 8/1/13 2 695 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2662465 Roell CA 181 14 $30,000.00 7/28/98 $160,000.00 8528895 02 179 1 $200,000.00 38 Cathedral City 92234 6 95 $29,943.70 2 672 12.675 8/1/13 2662471 Bryson DE 181 14 $26,500.00 6/29/98 $212,000.00 8485930 23 Dickinson Lane 01 178 1 $265,000.00 24 Wilmington 19807 6 9.3 90 $26,363.16 7/1/13 2 726 2662483 Scoma FL 181 09 $51,000.00 6/30/98 $272,000.00 8486094 139 Brookhaven Court 01 178 1 $340,000.00 26 Palm Beach 33418 6 9.875 95 $50,750.03 7/1/13 2 742 2662503 Hasnat CA 181 14 $22,500.00 7/1/98 $180,000.00 8491201 2225 White Oak Lane 01 179 1 $229,000.00 40 Corona 91720 7 10.5 89 $17,491.06 8/1/13 2 734 2662514 Kuang CA 181 14 $25,000.00 7/27/98 $200,000.00 8527913 5327 Welland Avenue 01 179 1 $250,000.00 31 Temple City 91780 7 9.85 90 $24,988.58 8/1/13 2 742 2662516 Ryzow CA 181 14 $49,500.00 7/28/98 $306,000.00 8529547 943 Calle Yucca 02 179 1 $395,000.00 42 Thousand Oaks 91360 6 90 $49,388.83 8/1/13 2 735 10.775 2662523 Huston SC 181 14 $25,000.00 7/29/98 $36,465.33 02 8541831 313 Palmetto Street 179 1 $92,000.00 43 Bennettsville 29512 6 10.75 67 $25,000.00 8/7/13 2 624 2662528 Valeriano CA 181 14 $30,000.00 6/24/98 $288,000.00 8488652 1210 Harper Avenue 01 178 1 $360,000.00 26 Redondo Beach 90278 6 10.3 89 $29,858.58 7/1/13 2 699 2662539 Holman UT 181 14 $37,500.00 7/27/98 $132,300.00 8530073 10385 South Temple View 01 179 1 $189,000.00 25 South Jordan 84095 6 9.875 90 $37,408.48 8/1/13 2 717 2662551 Johnson CA 181 01 $13,000.00 6/17/98 $46,750.00 8487035 15908 Tulare Bend 01 178 1 $65,000.00 37 Corning 96021 6 11.5 92 $12,945.18 7/1/13 2 687 2662553 Brown CA 181 14 $18,000.00 7/27/98 $144,000.00 8522765 4566 West Venue 40 01 179 1 $180,000.00 42 Los Angeles 90065 7 9.85 90 $17,947.75 8/1/13 2 732 2662572 Bashit CA 181 14 $100,000.00 7/27/98 $233,000.00 5188 Gaviota Avenue 01 179 1 $336,000.00 36 8527970 Encino Area 91436 7 10.725 100 $99,962.15 8/1/13 2 763 2662574 Hansen CA 181 09 $36,000.00 7/28/98 $207,682.00 8537383 23 Rosings 02 179 1 $315,000.00 40 78 Mission Viejo 92692 6 9.525 $36,000.00 8/1/13 2 718 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2662583 Rodriguez AZ 181 09 $25,000.00 7/1/98 $196,250.00 8487209 10351 East Rosemary Lane 01 179 1 $247,000.00 31 Scottsdale 85260 6 90 $24,825.62 2 725 9.175 8/1/13 2662586 Murphy MD 181 14 $51,150.00 6/25/98 $227,150.00 8491011 4518 Sammual Court 01 178 1 $315,000.00 44 Ellicott City 21043 6 9.175 89 $50,882.87 7/1/13 2 722 2662620 Corley MD 181 14 $57,900.00 7/10/98 $135,000.00 8488637 11706 Balsamwood Terrace 01 179 1 $192,900.00 38 Laurel 20708 7 11.8 100 $57,882.68 8/1/13 2 707 2662623 Barcroft MA 181 04 $43,000.00 7/31/98 $227,000.00 8518441 243 West Canton Street 01 179 1 $301,000.00 39 Boston 02116 7 9.475 90 $42,978.73 8/1/13 2 758 2662626 Conidaris CA 181 14 $14,300.00 7/23/98 $280,000.00 8524803 11771 Beaver Bar Court 01 179 1 $350,000.00 27 Gold River 95670 6 9.67 85 $14,264.44 8/1/13 2 772 2662627 English WA 181 14 $44,625.00 7/10/98 $238,000.00 8501496 13408 247th Avenue 01 179 1 $297,500.00 44 Monroe 98272 6 95 $44,478.28 8/1/13 2 758 9.5 2662639 Robertson MD 181 09 $66,000.00 6/23/98 $352,000.00 01 8488629 13905 Little Tree Court 178 1 $440,000.00 38 Rockville 20850 7 10.25 95 $65,944.40 7/1/13 2 766 2662641 Tung CA 181 09 $23,600.00 6/22/98 $214,400.00 8487381 12148 Corte Napoli 01 178 1 $268,000.00 28 San Diego 92128 6 9.55 89 $23,480.86 7/1/13 2 748 2662643 Frames GA 181 09 $15,200.00 6/29/98 $118,700.00 8487472 1508 Shadow Ridge Circle 02 178 1 $141,000.00 18 Woodstock 30189 6 10 95 $15,126.35 7/1/13 2 731 2662644 Howell CA 181 14 $23,950.00 7/16/98 $191,600.00 8529422 12591 Topaz Street 01 179 1 $239,500.00 40 Garden Grove 92845 6 9.625 90 $23,890.19 8/1/13 2 754 2662665 Lancaster CA 181 14 $21,200.00 7/16/98 $264,800.00 8528580 210 Corte Colina 01 179 1 $331,000.00 33 Novato 94949 7 10 87 $21,190.62 8/1/13 2 760 2662688 Lavella NY 181 14 $15,000.00 7/23/98 $118,500.00 20 Washington Heights 02 179 1 $158,000.00 41 8530180 Selden 11784 7 11.42 85 $14,922.75 8/1/13 2 660 2662701 Mesina CA 181 14 $40,000.00 6/24/98 $91,651.00 8500977 525 Higate Drive 02 178 1 $285,000.00 48 47 Daly City 94015 7 9.875 $39,963.51 7/1/13 2 724 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2663366 Whitney CA 181 14 $69,000.00 7/24/98 $368,000.00 8517708 2695 Glenbriar Drive 01 179 1 $460,000.00 28 San Jose 95070 7 95 $69,000.00 2 779 10.625 8/1/13 2663375 Parks MO 181 14 $32,100.00 7/17/98 $98,621.00 8490187 1703 Park LN 02 179 1 $138,000.00 40 Kearney 64060 6 11.275 95 $32,031.20 8/1/13 2 695 2663376 Carson TX 181 14 $35,100.00 7/22/98 $140,400.00 8490278 13924 Tanglewood PL 01 179 1 $175,500.00 43 Farmers Branch 75234 6 9.99 100 $33,972.77 8/1/13 2 710 2663377 Hohmann TX 181 14 $99,900.00 7/22/98 $233,100.00 8490336 2207 E Cypress Point 01 179 1 $339,000.00 40 Austin 78746 6 9.99 99 $99,658.75 8/1/13 2 720 2663378 Panek NJ 181 14 $44,000.00 7/17/98 $116,000.00 8489197 3 Willard WAY 02 179 1 $160,000.00 39 Winslow Twp. 08009 6 11.4 100 $43,906.79 8/1/13 2 711 2663379 Gummadi CA 181 14 $90,350.00 7/17/98 $481,968.00 8490021 4059 Carracci LN 01 179 1 $602,460.00 32 San Jose 95135 7 95 $90,313.31 8/1/13 2 773 10.4 2663380 Broadwell FL 181 14 $97,000.00 7/22/98 $110,000.00 01 8489247 15410 Arabian Way 179 1 $231,500.00 42 Mt. Verde 34756 7 10.4 90 $12,840.67 8/1/13 2 756 2663383 Kimmons TN 181 14 $32,700.00 7/17/98 $76,300.00 8489106 133 Creekwood 02 179 1 $109,000.00 37 Hendersonville 37075 6 10.775 100 $32,625.62 8/1/13 2 689 2663384 Nussbaum IL 181 14 $25,000.00 7/17/98 $134,000.00 8489122 837 North Hayes Avenue 02 179 1 $170,000.00 43 Oak Park 60302 6 11.275 94 $24,946.42 8/1/13 2 685 2663385 Griffith FL 181 14 $36,800.00 7/17/98 $58,504.00 8489130 245 Woodhaven Cr. 02 179 1 $106,000.00 38 Ormond Beach 32174 6 10.275 90 $36,713.43 8/1/13 2 748 2663388 Coira FL 181 04 $20,000.00 7/17/98 $44,799.00 8494957 11103 NW 7th, #103-2 ST 02 179 1 $71,000.00 33 Miami 33172 6 10.525 92 $19,954.03 8/1/13 2 709 2663390 Standage CA 181 09 $43,350.00 7/20/98 $173,350.00 13427 Branding Iron 01 179 1 $216,700.00 49 8489056 Chino 91710 7 12.025 100 $43,337.66 8/1/13 2 698 2663391 Gilman CA 181 14 $34,500.00 7/15/98 $184,000.00 8489072 4744 Bunnelle AVE 01 179 1 $230,000.00 42 95 La Verne 91750 6 9.9 $34,416.00 8/1/13 2 744 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2663394 Johnson CA 181 14 $21,500.00 7/14/98 $172,000.00 8488926 4307 Brisbane CIR 01 179 1 $215,000.00 36 El Dorado Hills 95762 6 90 $21,452.82 2 692 11.025 8/1/13 2663395 Nguyen CA 181 14 $26,000.00 7/14/98 $208,000.00 8488934 1910 Camperdown WAY 02 179 1 $260,000.00 40 San Jose 95121 7 11.275 90 $25,991.27 8/1/13 2 681 2663399 Sterns CA 181 14 $18,700.00 7/15/98 $149,471.00 8488835 10345 Variel AVE 02 179 1 $187,000.00 29 Chatworth 91311 7 10.775 90 $18,693.00 8/1/13 2 707 2663402 Vilja CA 181 14 $20,000.00 7/14/98 $217,500.00 8488876 1623 E Calle Artigas 02 179 1 $290,000.00 22 Thousand Oaks 91360 6 10.775 82 $19,955.08 8/1/13 2 705 2663403 Blount CA 181 09 $30,000.00 7/9/98 $227,150.00 8488447 25532 El Picador LN 02 179 1 $300,000.00 42 Mission Viejo 92691 6 10.025 86 $29,927.78 8/1/13 2 700 2663405 Means IN 181 14 $20,000.00 7/17/98 $90,000.00 8488520 1961 N Dearborn Rd. 02 179 1 $114,000.00 23 West Harrison 47060 6 97 $19,955.08 8/1/13 2 714 10.775 2663407 Stock CA 181 14 $28,800.00 7/9/98 $227,150.00 01 8488561 5883 Ascot DR 179 1 $288,000.00 30 Oakland 94611 7 9.65 89 $28,786.28 8/1/13 2 756 2663408 Longobardi CT 181 14 $22,200.00 7/17/98 $118,400.00 8488330 172 Foxon RD 02 179 1 $148,000.00 37 East Haven 06512 6 12.025 95 $22,155.67 8/1/13 2 649 2663409 Wilson CA 181 14 $48,700.00 7/16/98 $259,900.00 8488363 1754 Coastland AVE 01 179 1 $324,900.00 47 San Jose 95125 6 10.4 95 $48,586.76 8/1/13 2 772 2663412 Lyons CO 181 09 $33,400.00 7/17/98 $208,000.00 8488421 855 Caribou DR 02 179 1 $277,000.00 38 Monument 80132 7 10.525 88 $33,386.80 8/1/13 2 734 2663414 Formento CA 181 14 $53,250.00 7/13/98 $284,000.00 8488314 414 Poinsettia 01 179 1 $355,000.00 42 San Mateo 94403 7 10.775 95 $53,230.06 8/1/13 2 703 2663415 Reyes CA 181 09 $54,250.00 7/8/98 $289,550.00 24 W Boulder Creek RD 01 179 1 $361,961.00 48 8488322 Simi Valley 93065 7 10.4 95 $54,227.98 8/1/13 2 741 2664079 Clavell CA 181 04 $40,000.00 7/17/98 $160,000.00 8491235 318 Norris Canyon Terrace 01 179 1 $200,000.00 37 100 San Ramon 94583 7 10.9 $39,985.42 8/1/13 2 763 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2664080 Ino CA 181 04 $27,000.00 7/15/98 $216,000.00 8491219 288 Greenview DR 02 179 1 $270,000.00 44 Daly City 94014 7 90 $26,931.19 2 711 10.275 8/1/13 2664083 Maderos CA 181 14 $12,200.00 7/8/98 $85,400.00 8489643 3099 Coronado RD 02 179 1 $122,000.00 46 Chico 95973 6 10.275 80 $12,171.30 8/1/13 2 712 2664085 Equi VA 181 14 $14,500.00 7/15/98 $83,550.00 8489692 2631 Beverly Boulevard 02 179 1 $106,000.00 38 Roanoke 24015 6 11.275 93 $14,468.92 8/1/13 2 682 2664087 Booth VA 121 14 $10,000.00 7/16/98 $67,400.00 8489767 RT 1 Box 165 02 119 1 $86,000.00 41 Narrows 24124 5 11.775 90 $9,955.95 8/1/08 2 657 2664091 Dezoysa CA 181 14 $28,800.00 7/17/98 $230,400.00 8489510 2206 Avenida Las Ramblas 01 179 1 $290,000.00 50 Chino Hills 91709 7 11.525 90 $28,751.60 8/1/13 2 643 2664092 Reece FL 181 14 $26,250.00 7/14/98 $140,000.00 8489593 4074 NorthEast Sunset 02 179 1 $175,000.00 41 Jensen Beach 34957 6 95 $26,195.04 8/1/13 2 679 11.525 2664093 Moody CA 181 14 $36,550.00 7/13/98 $146,350.00 01 8489627 7328 Autumn Chase DR 179 1 $182,990.00 48 Highland 92346 6 11.275 100 $36,471.66 8/1/13 2 701 2664098 Herzog NM 181 09 $36,000.00 7/21/98 $288,000.00 8489460 5600 Mariola Ne PL 01 179 1 $360,000.00 45 Albuquerque 87111 6 9.525 90 $35,909.29 8/1/13 2 749 2664100 Clark CA 181 14 $22,800.00 7/13/98 $122,000.00 8489304 2217 Chestnut DR 02 179 1 $152,500.00 45 Pittsburg 94565 7 12.775 95 $22,792.72 8/1/13 2 650 2664102 Crist CA 181 14 $30,000.00 7/6/98 $68,007.00 8489338 1245 California ST 02 179 1 $100,000.00 45 Los Banos 93635 7 10.9 99 $29,989.07 8/1/13 2 704 2664103 Le CA 181 14 $24,700.00 7/15/98 $197,600.00 8489346 1881 Flickinger RD 01 179 1 $247,000.00 43 San Jose 95131 6 9.65 90 $24,638.47 8/1/13 2 745 2664129 Denyangos CA 181 14 $35,000.00 7/9/98 $146,000.00 16007 Vose Street 02 179 1 $208,000.00 28 8517096 Van Nuys 91406 6 11.05 88 $34,923.38 8/1/13 2 741 2664136 Pelle MI 181 14 $21,500.00 7/8/98 $94,293.49 8525123 24768 Donald 02 179 1 $126,000.00 32 92 Redford 48239 7 11.75 $21,493.50 8/1/13 2 686 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2664145 Rafique GA 181 09 $40,700.00 6/30/98 $217,200.00 8491631 1091 White Cloud Ridge 01 178 1 $271,500.00 20 Snellville 30078 7 95 $40,469.12 2 740 10.875 7/1/13 2664148 Alvarez CA 181 14 $30,000.00 6/10/98 $163,800.00 8491722 149 West Avenida 01 178 1 $205,000.00 42 San Clemente 92672 6 13.3 95 $29,893.37 7/1/13 2 674 2664153 Dorrbecker WA 181 14 $44,900.00 7/2/98 $239,950.00 8488454 2357 Northwest 70th Street 01 179 1 $299,950.00 29 Seattle 98117 7 8.5 95 $44,872.79 8/1/13 2 734 2664389 Lewellen CA 181 14 $20,000.00 8/1/98 $227,150.00 8539017 1140 Alder Street 01 180 1 $305,500.00 47 Hollister 95023 6 10.3 81 $20,000.00 9/1/13 2 767 2664390 Des Champs NV 181 09 $36,000.00 7/29/98 $236,000.00 8540338 8381 Las Lagunas Lane 01 179 1 $300,000.00 25 Las Vegas 89129 7 9.75 91 $35,983.20 8/1/13 2 758 2664391 Tejada CA 182 09 $25,500.00 7/27/98 $127,500.00 8521932 1204 Fairway Drive 01 180 1 $170,000.00 35 Richmond 94803 6 90 $25,500.00 9/1/13 2 742 9.5 2664392 Parke CA 181 14 $56,000.00 7/15/98 $372,000.00 01 8498008 2640 Krill Road 179 1 $465,000.00 31 Solvang 93463 7 10.375 93 $55,927.14 8/1/13 2 729 2664393 Ellsworth CA 181 14 $49,200.00 7/16/98 $262,400.00 8498065 6244 Covington Way 01 179 1 $328,000.00 34 Goleta 93117 7 10.375 95 $49,125.37 8/1/13 2 778 2664482 McGilvray MD 181 14 $27,750.00 6/30/98 $148,000.00 8489114 809 Apache Court 01 178 1 $185,000.00 42 Frederick 21701 7 12.5 95 $27,515.67 7/1/13 2 655 2664496 Iizikson MA 181 04 $39,600.00 7/31/98 $227,000.00 8520405 4 Charlesgate East 01 179 1 $296,360.00 26 Boston 02117 7 9.225 90 $39,579.36 8/1/13 2 728 2664497 Koch MA 181 14 $23,600.00 8/7/98 $188,700.00 8526873 10 Pine Warbler Way 01 180 1 $235,935.00 31 Bellingham 02019 7 9.975 90 $23,600.00 9/1/13 2 766 2664500 Anderson OR 181 14 $12,450.00 7/7/98 $66,400.00 2750 Terrmont Street 01 179 1 $83,000.00 43 8500183 White City 97503 6 9.8 95 $11,957.05 8/1/13 2 647 2664505 Larkin-McQuaid CA 181 14 $44,300.00 6/24/98 $236,400.00 8489965 2022 Hickory Street 01 178 1 $295,500.00 30 95 San Diego 92103 6 9.8 $42,550.06 7/1/13 2 724 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2664521 Neal CA 181 14 $36,700.00 7/1/98 $196,000.00 8489957 115 Fir Avenue 01 179 1 $245,000.00 43 South San 94080 6 95 $35,581.86 2 709 10.8 8/1/13 2664523 Marenco CA 181 14 $48,700.00 7/24/98 $259,950.00 8524183 3690 Quail Avenue 01 179 1 $324,950.00 42 Castro Valley 94546 7 10.65 95 $48,700.00 8/1/13 2 799 2664524 Tan CA 181 14 $20,500.00 7/28/98 $164,000.00 8524100 520 North Daisy Avenue 01 179 1 $205,000.00 30 Pasadena 91107 7 10.15 90 $20,491.22 8/1/13 2 803 2664528 Macrum CA 181 14 $50,000.00 7/6/98 $287,200.00 8489924 6925 Treasure Trail 01 179 1 $359,000.00 47 Los Angeles 90068 6 10.35 94 $47,896.43 8/1/13 2 746 2664539 Scholtz FL 182 04 $23,000.00 7/30/98 $42,034.00 8525271 620 Ponte Vedra Boulevard 02 180 1 $144,000.00 43 Ponte Vedra 32082 6 9.15 46 $23,000.00 9/1/13 2 768 2664549 Blamey CA 181 14 $48,000.00 7/22/98 $256,000.00 8522492 401 Claydon Way 01 179 1 $320,000.00 46 Sacramento 95864 7 95 $47,898.66 8/1/13 2 693 11.5 2664552 Gioridino NY 181 14 $16,850.00 7/30/98 $227,150.00 01 8537680 107 Lagoon Boulevard 179 1 $305,000.00 38 Massapequa 11758 7 9.375 80 $16,832.91 8/1/13 2 746 2664554 Butler UT 181 14 $12,000.00 7/29/98 $44,784.00 8543191 420 South 100 West 02 179 1 $90,000.00 31 Brigham City 84302 6 9.9 64 $11,941.32 8/1/13 2 714 2664556 Eisenfeld GA 180 14 $53,000.00 7/21/98 $55,658.72 8528572 807 Crockett Court 02 178 1 $136,000.00 36 Decatur 30033 6 9.5 80 $52,866.14 7/27/13 2 763 2664557 Rohm GA 181 14 $62,600.00 7/30/98 $227,150.00 8528028 4832 Dunwoody Station 02 179 1 $305,000.00 26 Dunwoody 30338 7 10.375 95 $62,574.44 8/4/13 2 696 2664560 Baz CA 181 14 $33,000.00 7/29/98 $176,160.00 8524316 1477 Las Lunas Street 01 179 1 $260,000.00 40 Pasadena 91106 7 10.15 81 $32,985.85 8/1/13 2 702 2664563 Fountas CA 181 14 $45,900.00 7/17/98 $367,200.00 411 Walnut Street 01 179 1 $459,000.00 48 8519456 Petaluma 94954 7 10.95 90 $45,883.46 8/1/13 2 710 2664568 Ostrom ID 181 14 $30,000.00 7/24/98 $65,690.00 8499592 912 W Delaware Dr. 02 179 1 $125,000.00 41 77 Nampa 83651 6 9.8 $29,926.28 8/29/13 2 726 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2664574 Booker VA 181 RFC01 $43,933.00 7/28/98 $219,668.00 8537623 5769 Governor's Pond 01 179 1 $292,891.00 33 Alexandria 22310 7 90 $43,933.00 2 782 9 8/1/13 2664605 Sirota CA 181 14 $32,500.00 7/21/98 $260,000.00 8490799 9108 W 25th ST 01 179 1 $325,000.00 32 Los Angeles 90034 6 9.525 90 $32,418.11 8/1/13 2 748 2664606 Reyna TX 181 14 $35,000.00 7/20/98 $280,000.00 8490807 1850 Starwood DR 01 179 1 $350,000.00 26 Cedar Park 78613 6 9.99 90 $34,915.48 8/1/13 2 729 2664609 Richards CA 181 14 $51,350.00 7/14/98 $274,000.00 8490831 2850 E Appalachian CT 01 179 1 $342,500.00 41 Thousand Oaks 91362 7 10.9 95 $51,331.29 8/1/13 2 760 2664610 Mittagunta CA 181 09 $59,600.00 7/21/98 $358,400.00 8490617 2341 Esperanca AVE 01 179 1 $448,030.00 41 Santa Clara 95054 7 10.275 94 $59,110.32 8/1/13 2 778 2664611 Purcell CA 181 15 $59,000.00 7/21/98 $472,000.00 8490658 40 - 40 1/2 Park AVE 01 179 1 $590,000.00 45 Venice 90291 6 90 $58,718.01 8/1/13 2 769 10.15 2664613 Carpenter TX 181 09 $57,000.00 7/23/98 $304,000.00 01 8497109 5716 River Rock LN 179 1 $380,000.00 46 Plano 75093 6 9.99 95 $56,862.35 8/1/13 2 669 2664614 Hikido CA 181 14 $31,950.00 7/6/98 $255,600.00 8490500 609 Joanne DR 01 179 1 $319,500.00 39 San Mateo 94402 7 10.275 90 $31,936.67 8/1/13 2 759 2664615 Jones CA 181 14 $38,400.00 7/14/98 $153,600.00 8490542 256 E Dominguez ST 01 179 1 $192,000.00 45 Carson 90745 6 10.525 100 $38,311.73 8/1/13 2 710 2664622 Duffy CA 181 14 $40,500.00 6/15/98 $202,500.00 8490161 14891 Morningside Drive 01 178 1 $270,000.00 27 Poway 92064 6 9.3 90 $40,290.87 7/1/13 2 776 2664625 Reinholt OR 182 14 $36,700.00 7/29/98 $293,600.00 8529851 2150 Alpine Drive 01 180 1 $367,330.00 28 West Linn 97068 7 9.225 90 $36,700.00 9/1/13 2 715 2664638 Epstein CA 181 14 $13,000.00 7/7/98 $227,000.00 10 Eccelstone Circle 02 179 1 $320,000.00 36 8493348 Irvine 92604 6 9.55 75 $12,967.32 8/1/13 2 697 2664643 HARDING NM 181 14 $21,000.00 7/24/98 $81,566.00 8520793 6019 Edith Boulevard 02 179 1 $118,000.00 37 87 Albuquerque 87107 6 11.59 $20,956.29 8/1/13 2 710 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2664644 REEVES CO 121 14 $29,500.00 7/30/98 $96,750.00 8534125 5405 West 69 Th Avenue 02 119 1 $130,000.00 41 Arvada 80003 5 98 $29,203.14 2 714 9.54 8/1/08 2664645 Mosley CO 181 14 $49,500.00 7/30/98 $264,000.00 8525750 1355 Pawprint Court 01 179 1 $330,000.00 29 Colorado Springs 80921 6 10.34 95 $49,384.25 8/1/13 2 729 2664657 Fong CA 61 14 $11,000.00 6/25/98 $227,150.00 8492126 26661 Alicante Drive 01 58 1 $310,000.00 32 Mission Viejo 92691 4 9.2 77 $10,708.71 7/1/03 2 728 2664733 Atha CA 181 14 $63,000.00 7/30/98 $227,150.00 8529273 125 North Lucia Avenue 01 179 1 $465,000.00 44 Redondo Beach 90277 6 10.65 63 $62,856.85 8/1/13 2 736 2664735 Uchiyamada CA 181 14 $35,800.00 8/3/98 $191,500.00 8538324 808 Patterson Avenue 01 180 1 $239,000.00 41 Glendale 91202 7 10.85 96 $35,800.00 9/1/13 2 717 2664774 Crowder DC 181 14 $148,800.00 6/30/98 $347,200.00 8491409 1636 19th Street NorthWest 01 178 1 $496,000.00 47 Washington 20009 7 100 $148,672.64 7/1/13 2 720 10.175 2664792 Bohan MD 181 04 $23,250.00 7/8/98 $116,250.00 01 8491748 4550 North Park Avenue 179 1 $155,000.00 23 Chevy Chase 20815 7 11.3 90 $23,068.94 8/1/13 2 761 2664808 Bradfield MA 181 14 $76,500.00 7/20/98 $408,000.00 8494163 5 Long Ridge Lane 01 179 1 $510,000.00 38 Ipswich 01938 7 10.25 95 $76,428.44 8/1/13 2 680 2664810 Engo CA 181 14 $28,500.00 7/8/98 $152,000.00 8491581 919 Jean Way 01 179 1 $190,000.00 33 Hayward 94545 7 10.375 95 $28,488.36 8/1/13 2 729 2664817 De Guzman CA 181 14 $47,200.00 7/1/98 $252,000.00 8491656 11481 Sonora Trail 01 179 1 $315,000.00 29 Redding 96003 7 11.175 95 $47,183.80 8/1/13 2 761 2664832 Donahoe CA 181 14 $42,600.00 7/15/98 $227,200.00 8519662 502 7th Street 01 179 1 $284,000.00 41 Pacific Grove 93950 6 11.875 95 $42,513.71 8/1/13 2 678 2664833 Nelson CA 181 14 $26,100.00 7/1/98 $208,800.00 1117 Austin Way 01 179 1 $261,000.00 42 8519381 Napa 94558 6 9 90 $26,031.02 8/1/13 2 736 2664835 Brown UT 121 14 $24,500.00 7/20/98 $110,639.00 8515975 4069 Sheri Way 02 119 1 $140,000.00 42 97 West Valley City 84120 5 11.5 $24,384.79 8/1/08 2 694 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2664836 De Costa CA 181 04 $23,325.00 7/8/98 $124,400.00 8518664 2311 4th Street Unit/Apt 01 179 1 $155,500.00 32 Santa Monica 90405 6 95 $23,269.36 2 796 10.125 8/1/13 2664843 CASTLE CO 180 14 $32,000.00 7/27/98 $206,700.00 8524571 6120 Rabbit Ears Court 01 178 1 $240,000.00 36 Colorado Springs 80919 6 11.5 100 $31,932.85 7/31/13 2 718 2664844 Dechurch CA 180 14 $90,000.00 7/23/98 $225,000.00 8522732 2003 Hidden Valley Canyon 02 178 1 $350,000.00 39 Laguna Beach 92651 6 10.5 90 $89,583.47 7/28/13 2 690 2664847 Raines MD 181 04 $49,800.00 6/25/98 $116,200.00 8493223 20844 Mountain Lake 01 178 1 $166,025.00 42 Germantown 20874 7 10.75 100 $49,762.33 7/1/13 2 756 2664848 Boyd CA 181 14 $65,850.00 7/20/98 $351,200.00 8493041 442 Highland Place 01 179 1 $439,000.00 22 Monrovia 91016 7 10.675 95 $65,799.36 8/1/13 2 685 2664858 Wayne VA 181 14 $50,100.00 7/10/98 $267,200.00 8501124 6510 Beverly Avenue 01 179 1 $334,000.00 42 McLean 22101 7 95 $50,081.64 8/1/13 2 693 10.875 2664865 Peckinpaugh CA 181 14 $60,000.00 7/7/98 $319,950.00 01 8492035 11960 Doral Avenue 179 1 $399,950.00 31 Northridge Area 91326 6 10.75 95 $59,864.93 8/1/13 2 731 2664867 DEVERE WA 182 14 $25,500.00 7/31/98 $185,694.00 8534638 17913 McLean Road 02 180 1 $235,000.00 41 Vashon 98070 7 11.25 90 $25,500.00 9/1/13 2 666 2664886 Clark NV 181 14 $54,300.00 7/15/98 $289,600.00 8520397 3520 Comstock Drive 01 179 1 $362,000.00 27 Reno 89512 6 8.99 95 $54,300.00 8/1/13 2 745 2664889 Heckman CO 182 RFC01 $25,000.00 7/30/98 $102,651.00 8540197 6820 West 84th Circle 02 180 1 $135,500.00 30 Arvada 80003 6 10.05 95 $25,000.00 9/1/13 2 719 2664899 Evans CA 181 14 $54,200.00 8/3/98 $433,600.00 8540189 3452 Windspun Drive 01 180 1 $542,000.00 38 Huntington Beach 92649 6 9.675 90 $54,200.00 9/1/13 2 743 2664900 Wallace WA 182 14 $40,000.00 6/29/98 $17,458.00 1312 West York Avenue 02 179 1 $84,000.00 42 8494205 Spokane 99205 6 9.3 69 $39,897.12 8/1/13 2 688 2664901 Greenen WA 181 16 $39,700.00 7/8/98 $212,000.00 8516148 2530 A East Madison Street 01 179 1 $265,000.00 28 95 Seattle 98112 6 10.05 $39,567.49 8/1/13 2 764 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2664903 Harpel CO 181 RFC01 $25,000.00 7/29/98 $200,000.00 8538449 3427 Iris Court 02 179 1 $255,000.00 42 Boulder 80304 7 89 $25,000.00 2 687 10.75 8/1/13 2664904 Mckernan GA 180 09 $77,250.00 7/17/98 $412,000.00 8500563 5430 Chelsen Wood Drive 01 178 1 $515,000.00 32 Duluth 30097 7 9.75 95 $77,177.62 7/17/13 2 768 2664905 Benitez CA 181 RFC01 $30,100.00 7/27/98 $110,500.00 8538456 4222 Jupiter Court 01 179 1 $148,000.00 38 Union City 94587 6 11.125 95 $30,034.56 8/1/13 2 682 2664955 Canel CA 181 14 $30,000.00 6/24/98 $335,000.00 8494007 5212 Otis Avenue 02 178 1 $480,000.00 36 Tarzana 91356 6 9.3 77 $29,845.08 7/1/13 2 691 2664971 Bunnell CA 181 14 $21,900.00 6/2/98 $175,200.00 8539561 799 Cole Road 01 178 1 $219,000.00 39 Aromas 95004 7 10.375 90 $21,891.06 7/1/13 2 649 2664977 Endelicato CA 181 14 $43,000.00 7/13/98 $344,000.00 8524878 3257 Wade Street 01 179 1 $430,000.00 38 Los Angeles 90066 6 90 $42,900.92 8/1/13 2 697 10.5 2664980 Evans CA 181 14 $37,500.00 8/3/98 $200,000.00 01 8542367 4532 Piper Street 180 1 $250,000.00 42 Fremont 94538 7 11.6 95 $37,500.00 9/1/13 2 753 2664997 Sanders MO 181 14 $54,350.00 7/24/98 $200,000.00 8494650 3824 Woodmoor Gardens CT 01 179 1 $254,359.47 45 St Louis 63143 7 10.775 100 $54,329.65 8/1/13 2 713 2664998 Zuckschwerdt AL 181 14 $11,000.00 7/20/98 $39,753.00 8494668 141 Tillman RD 02 179 1 $55,000.00 32 Hazel Green 35750 6 10.775 93 $10,975.29 8/1/13 2 749 2665000 Brown CO 181 14 $29,000.00 7/24/98 $116,000.00 8494593 2750 Alteza LN 01 179 1 $145,000.00 44 Colorado Springs 80917 6 11.15 100 $28,937.11 8/1/13 2 730 2665002 Petersen CA 181 14 $48,000.00 7/23/98 $192,000.00 8494627 4971 N Hollyglen Ct. 01 179 1 $240,000.00 40 Moorpark 93021 7 11.65 100 $47,985.16 8/1/13 2 736 2665003 Rutledge CA 181 14 $23,950.00 7/21/98 $127,735.00 2673 Torrey Pine RD 01 179 1 $159,669.00 47 8494635 San Bernardino 92407 6 11.65 95 $23,900.44 8/1/13 2 707 2665004 Haddad CA 181 14 $31,500.00 7/14/98 $332,000.00 8493710 55 Northgate RD 02 179 1 $415,000.00 45 88 Walnut Creek 94598 6 9.525 $31,250.03 8/1/13 2 728 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2665007 Keene CA 181 14 $27,300.00 7/15/98 $344,080.00 8518979 2526 Clearbank WAY 02 179 1 $391,000.00 36 San Jose 95121 6 95 $27,238.69 2 707 10.775 8/1/13 2665012 Greenberg NJ 181 14 $35,000.00 7/20/98 $140,000.00 8493694 59 Omaha Ave 02 179 1 $175,000.00 31 Rockaway 07866 6 11.65 100 $34,927.58 8/1/13 2 706 2665013 Flanders VA 181 14 $47,000.00 7/24/98 $188,000.00 8493702 1903 Barbee ST 01 179 1 $235,000.00 32 Mclean 22101 7 10.4 100 $46,980.91 8/1/13 2 750 2665016 Esplin UT 181 14 $28,500.00 7/20/98 $66,500.00 8493371 408 South 400 East 02 179 1 $95,000.00 50 Cedar City 84720 6 10.775 100 $28,436.00 8/1/13 2 697 2665017 Farrell CA 181 14 $46,000.00 7/17/98 $172,000.00 8493397 3625 Sluice Box RD 02 179 1 $230,000.00 37 Placerville 95667 6 11.025 95 $45,898.63 8/1/13 2 693 2665031 Brey CA 181 14 $54,000.00 7/22/98 $288,000.00 8523664 884 Granada Lane 01 179 1 $360,000.00 21 Vacaville 95688 6 95 $53,869.71 8/1/13 2 726 10 2665053 Buxton TX 181 14 $61,600.00 7/24/98 $246,400.00 01 8495152 20806 Woodland Cove 179 1 $308,000.00 43 Garden Ridge 78266 6 9.99 100 $61,451.24 8/1/13 2 710 2665054 Bernatek TX 181 09 $57,500.00 7/24/98 $229,900.00 8497406 18231 Open Forest 01 179 1 $287,433.00 39 San Antonio 78259 6 9.99 100 $57,361.14 8/1/13 2 715 2665055 Delucia ID 181 14 $10,000.00 7/24/98 $35,000.00 8497380 301 W E AVE 01 179 1 $45,000.00 33 Jerome 83338 7 10.4 100 $9,995.94 8/1/13 2 761 2665059 Fleece CA 181 14 $75,000.00 7/27/98 $567,567.00 8522245 1004 Highland Street 02 179 1 $715,000.00 33 South Pasadena 91030 6 10.5 90 $74,827.20 8/1/13 2 701 2665069 Bridge OR 180 15 $13,000.00 8/3/98 $79,614.00 8522443 1503 1/2 3/4 M Avenue 02 179 1 $116,000.00 42 Lagrande 97850 6 10 80 $13,000.00 8/6/13 2 745 2665088 Trone MD 181 14 $23,500.00 7/31/98 $188,000.00 5105 Fleming Road 01 179 1 $235,000.00 38 8533242 Mount Airy 21771 6 9.5 90 $23,500.00 8/1/13 2 766 2665107 Brooks CA 181 14 $50,000.00 7/24/98 $108,144.00 8524134 13982 Rose Court 02 179 1 $225,000.00 40 71 Grass Valley 95945 6 9.74 $49,875.83 8/1/13 2 705 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2665111 Pedroza CA 181 04 $14,800.00 8/3/98 $118,400.00 8529257 1933 East Washington 01 180 1 $148,000.00 42 Pasadena Area 91104 7 90 $14,800.00 2 701 10.35 9/1/13 2665120 Brown CA 181 14 $50,000.00 8/1/98 $308,000.00 8537649 1652 Aspenwall Road 02 180 1 $380,000.00 38 Westlake Village 91361 7 11.85 95 $50,000.00 9/1/13 2 661 2665126 Werner UT 121 14 $10,000.00 7/31/98 $124,664.00 8524076 1425 East 230 South 02 119 1 $157,000.00 23 Spanish Fork 84660 5 9.1 86 $9,821.40 8/5/08 2 780 2665127 Denis HI 181 14 $65,700.00 7/6/98 $243,000.00 8493876 1142 Keolu Drive 01 179 1 $325,000.00 36 Kailua 96734 7 11 95 $65,676.25 8/1/13 2 716 2665134 Smith CA 181 RFC01 $57,250.00 7/16/98 $162,662.00 8496390 11 Las Villas CT 02 179 1 $220,000.00 27 San Francisco 94124 7 11.275 100 $56,770.54 8/1/13 2 720 2665135 Martin WA 181 14 $35,000.00 7/17/98 $120,000.00 8497083 20320 30th Avenue 02 179 1 $155,000.00 46 Seattle 98155 6 100 $34,922.31 8/1/13 2 742 10.9 2665136 Angel FL 181 09 $24,900.00 7/21/98 $132,800.00 02 8496739 19040 SW 4th ST 179 1 $166,000.00 44 Pembroke Pines 33029 6 10.525 95 $24,642.76 8/1/13 2 710 2665137 Robinson WA 181 14 $34,200.00 7/21/98 $136,800.00 8496580 11718 SouthEast 231st 01 179 1 $171,000.00 33 Kent 98031 7 10.9 100 $34,187.54 8/1/13 2 688 2665138 Jahng MD 181 RFC01 $17,500.00 7/21/98 $110,400.00 8496606 8519 Pine Meadows DR 02 179 1 $138,000.00 29 Odenton 21113 7 10.775 93 $17,493.45 8/1/13 2 760 2665139 Allen TN 193 14 $46,650.00 7/27/97 $108,750.00 8496655 1077 Woods Ferry RD 01 179 1 $155,400.00 40 Lebanon 37087 7 10.775 100 $46,632.53 8/1/13 2 726 2665141 Taylor CA 181 15 $16,000.00 7/16/98 $201,000.00 8496705 615-617 Bosworth ST 02 179 1 $330,000.00 49 San Francisco 94131 7 9.775 66 $15,792.14 8/1/13 2 757 2665142 Gasich CA 181 09 $66,000.00 7/21/98 $247,000.00 1363 Mellow LN 02 179 1 $330,000.00 20 8496382 Simi Valley 93065 6 10.025 95 $65,841.12 8/1/13 2 730 2665146 Nichols FL 181 14 $22,000.00 7/21/98 $52,483.00 8496432 625 N Thorpe AVE 02 179 1 $85,000.00 29 88 Orange City 32763 6 10.775 $21,950.59 8/1/13 2 696 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2665148 Hernandez CA 181 14 $46,600.00 7/16/98 $186,400.00 8496234 320 W Teakwood AVE 01 179 1 $233,000.00 45 La Habra 90631 6 100 $46,491.64 2 724 10.4 8/1/13 2665156 Holbura AZ 181 14 $180,000.00 7/21/98 $780,000.00 8496176 10419 N 57th ST 02 179 1 $1,200,000.00 42 Paradise Valley 85253 6 10.025 80 $179,566.71 8/1/13 2 692 2665158 Draper WA 181 09 $51,000.00 7/17/98 $119,000.00 8495756 25322 Meadow Way NorthEast 02 179 1 $173,000.00 42 Arlington 98223 7 11.275 99 $50,982.88 8/1/13 2 706 2665159 Brooks CA 181 09 $45,300.00 7/15/98 $363,100.00 8495780 28492 Calle Pinata 01 179 1 $453,965.00 37 San Juan 92675 6 9.525 90 $45,185.57 8/1/13 2 748 2665163 Enderud CA 181 09 $34,650.00 7/21/98 $184,800.00 8495608 2314 Calle Petula 02 179 1 $255,000.00 44 San Dimas 91773 6 10.275 87 $34,568.49 8/1/13 2 726 2665167 Feuilly CO 181 14 $32,000.00 7/22/98 $184,000.00 8495731 1431 Nusbaum RD 02 179 1 $230,000.00 34 Durango 81301 7 94 $31,991.86 8/1/13 2 644 12.525 2665169 Ruebel CA 181 14 $39,300.00 7/16/98 $209,600.00 02 8495467 1679 Everglades DR 179 1 $262,000.00 29 Milpitas 95035 6 9.775 95 $39,203.20 8/1/13 2 742 2665171 Tardy CA 181 14 $49,250.00 7/20/98 $250,000.00 8495582 25015 Pennsylvania AVE 02 179 1 $315,000.00 45 Lomita 90717 6 12.025 95 $49,151.65 8/1/13 2 660 2665174 Kaufman CT 181 14 $44,800.00 7/22/98 $179,200.00 8495343 161 Dessa DR 02 179 1 $224,000.00 35 Hamden 06517 7 10.775 100 $44,783.23 8/1/13 2 762 2665176 Kivel MA 181 14 $50,000.00 7/22/98 $352,000.00 8495319 235 Eliot ST 02 179 1 $440,000.00 40 Natick 01760 6 12.775 92 $49,907.05 8/1/13 2 650 2665177 Mcclellan CA 181 14 $50,000.00 7/20/98 $276,000.00 8496754 1487 Maxine AVE 01 179 1 $345,000.00 42 San Jose 95125 6 12.15 95 $49,901.33 8/1/13 2 680 2665190 Boehm CA 181 14 $25,200.00 8/5/98 $191,300.00 2300 North 6th Street 02 180 1 $250,000.00 34 8542144 Burbank 91504 6 10.525 95 $25,200.00 9/1/13 2 684 2665201 Cantrell CA 181 14 $20,700.00 8/5/98 $252,492.00 8532210 25729 Wilde Avenue 02 180 1 $330,000.00 27 83 Stevenson Ranch 91381 6 9.5 $20,700.00 9/1/13 2 784 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2665267 Connaughton GA 181 14 $36,750.00 7/22/98 $196,000.00 8497802 3887 Sheldon Drive 01 179 1 $245,000.00 28 Atlanta 30342 7 95 $36,750.00 2 729 9.5 8/1/13 2665310 Porter MD 181 09 $22,000.00 7/15/98 $187,000.00 8495368 3015 Shoreline Boulevard 01 179 1 $220,000.00 25 Laurel 20724 7 10.75 95 $20,660.80 8/1/13 2 717 2665328 Harrison Jr MD 181 14 $36,000.00 7/15/98 $306,000.00 8517898 426 Fairway Court 02 179 1 $360,000.00 29 Severna Park 21146 7 9.25 95 $35,981.33 8/1/13 2 768 2665331 Hall DE 181 14 $42,400.00 7/2/98 $227,150.00 8494742 127 Wedlin Park Drive 01 179 1 $299,500.00 29 Wilmington 19803 6 9.175 90 $324.18 8/1/13 2 764 2665332 Campos CA 181 14 $46,200.00 7/2/98 $246,400.00 8517252 541 Euclid Avenue 01 179 1 $308,000.00 37 San Bruno 94066 7 10.7 95 $46,200.00 8/1/13 2 774 2665346 Parish OR 181 14 $46,500.00 7/13/98 $13,335.00 8494841 18812 Northeast Hassalo 01 179 1 $150,000.00 37 Portland 97230 6 40 $45,626.22 8/1/13 2 760 8.995 2665348 Bell CA 182 14 $33,900.00 6/30/98 $180,800.00 01 8532491 606 Dena Drive 179 1 $226,000.00 35 Newbury Park 91320 6 10.55 95 $33,822.26 8/1/13 2 699 2665352 Allen MD 181 14 $34,500.00 6/30/98 $293,250.00 8495772 10384 Boca Raton Drive 01 178 1 $345,000.00 37 Ellicott City 21042 7 10.42 95 $34,197.84 7/1/13 2 703 2665356 Millhauser CA 181 14 $15,000.00 7/28/98 $296,000.00 8534588 111 Crestview Terrace 01 179 1 $370,000.00 36 Santa Cruz 95060 6 9.875 85 $15,000.00 8/1/13 2 769 2665358 Schutter CA 181 RFC01 $35,200.00 7/9/98 $188,000.00 8494809 1037 Mangrove Lane 01 179 1 $235,000.00 35 Alameda 94502 6 10.3 95 $34,995.00 8/1/13 2 729 2665362 Ciaverelli PA 181 14 $19,500.00 6/29/98 $165,750.00 8495103 201 Valley View Circle 01 178 1 $195,000.00 32 Phoenixville 19460 6 9.55 95 $19,401.55 7/1/13 2 755 2665363 Wayland CA 181 14 $25,000.00 6/26/98 $277,000.00 21852 Herencia 01 178 1 $393,000.00 42 8494882 Mission Viejo 92692 6 9.55 77 $24,873.80 7/1/13 2 648 2665365 Cracraft CA 182 14 $64,900.00 6/30/98 $198,823.00 8495186 6735 Altiplano Way 02 179 1 $266,000.00 36 100 San Jose 95119 7 9.625 $64,868.91 8/1/13 2 727 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2665374 Ostrom CA 181 04 $19,300.00 7/2/98 $154,400.00 8494916 116 Posada Del Sol 01 179 1 $193,000.00 40 Novato 94949 6 90 $19,255.53 2 770 10.5 8/1/13 2665376 Porter CA 181 14 $27,000.00 6/26/98 $83,600.00 8494932 4162 Marvin Street 01 178 1 $124,000.00 33 Oceanside 92056 6 9.8 90 $26,712.76 7/1/13 2 681 2665377 Martin MD 181 RFC01 $14,950.00 6/30/98 $127,400.00 8495061 7211 Dockside Lane 01 178 1 $149,000.00 25 Columbia 21045 6 9.22 96 $14,872.24 7/1/13 2 765 2665381 Becerra CA 181 14 $31,200.00 7/7/98 $183,750.00 8494981 719 Midway Avenue 01 179 1 $245,000.00 42 Colma 94015 6 10.3 88 $31,126.77 8/1/13 2 708 2665382 Kowta CA 181 14 $28,100.00 7/7/98 $225,250.00 8495004 1639 Joshua Tree Street 01 179 1 $281,600.00 35 Davis 95616 6 9.8 90 $28,030.94 8/1/13 2 782 2665385 Benson PA 181 09 $24,250.00 6/30/98 $194,000.00 8515884 610 Yardley Lane 01 178 1 $242,500.00 35 Downingtown 19335 6 90 $24,081.53 7/1/13 2 761 9.55 2665387 Esslinger CA 181 14 $15,000.00 6/26/98 $225,500.00 01 8495012 28308 Wilkes Road 178 1 $305,000.00 43 Valley Center 92082 6 9.55 79 $14,894.93 7/1/13 2 768 2665391 Chandler CA 181 14 $52,300.00 7/1/98 $261,750.00 8495046 20302 Brenstone Lane 01 179 1 $349,000.00 43 Huntington Beach 92646 6 9.8 90 $52,171.28 8/1/13 2 704 2665392 Lovering MD 181 14 $22,300.00 7/3/98 $189,500.00 8495053 3447 Arcadia Drive 01 179 1 $223,000.00 31 Ellicott City 21042 6 10.22 95 $22,247.27 8/1/13 2 756 2665398 Hall CA 181 14 $36,000.00 7/8/98 $179,900.00 8495194 14120 Kendra Way 01 179 1 $239,900.00 34 Poway 92064 6 10.05 90 $35,913.54 8/1/13 2 681 2665399 Turner CA 181 09 $53,200.00 7/7/98 $284,000.00 8495293 41 Raven Lane 01 179 1 $355,000.00 46 Aliso Viejo Area 92656 7 11.5 95 $53,088.35 8/1/13 2 709 2665401 Deluca PA 181 14 $34,800.00 7/2/98 $295,800.00 410 Moreland Road 01 179 1 $348,000.00 33 8495269 Wallingford 19086 6 9.55 95 $34,712.50 8/1/13 2 741 2665404 Rogers CA 182 14 $35,200.00 6/30/98 $176,250.00 8495277 33203 Bluefin Drive 01 179 1 $235,000.00 21 90 Dana Point 92629 6 10.8 $35,121.13 8/1/13 2 676 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2665405 Cohoon Jr. VA 181 14 $28,000.00 6/30/98 $238,000.00 8496242 2646 Quantico Street 01 178 1 $280,000.00 42 Arlington 22207 6 95 $27,851.67 2 744 10.22 7/1/13 2665406 Mendez CA 181 09 $49,000.00 7/1/98 $392,000.00 8495327 2854 Calle Esteban 01 179 1 $490,000.00 36 San Clemente 92673 6 9.175 90 $48,872.55 8/1/13 2 729 2665409 Kermoade CA 181 14 $18,300.00 7/27/98 $113,600.00 8527236 295 Tamarisk Circle 02 179 1 $143,000.00 41 Suisun City 94585 6 10.75 93 $18,258.80 8/1/13 2 761 2665413 McCarthy CA 181 14 $35,200.00 7/10/98 $188,000.00 8495376 257 Rhesa Lane 01 179 1 $235,000.00 42 Fallbrook 92028 6 10.05 95 $33,983.69 8/1/13 2 733 2665420 Richards AZ 181 14 $20,000.00 7/6/98 $156,000.00 8495517 5963 West Irma Lane 01 179 1 $215,000.00 30 Glendale 85308 6 10.175 82 $19,952.51 8/1/13 2 679 2665421 Lam CA 181 09 $25,000.00 7/21/98 $232,000.00 8521031 19 Del Sonterra 02 179 1 $290,000.00 37 Irvine 92606 6 89 $24,954.52 8/1/13 2 622 13 2665423 Selden CA 181 14 $58,000.00 7/20/98 $650,000.00 01 8497000 3540 Wrightwood Drive 179 1 $885,000.00 26 Studio City Area 91604 7 9.175 80 $57,969.45 8/1/13 2 733 2665427 Velasquez CA 181 14 $45,600.00 6/25/98 $243,600.00 8495624 720 Alamo Lane 01 178 1 $305,000.00 25 Escondido 92025 6 10.05 95 $45,380.04 7/1/13 2 764 2665435 Corral CA 181 14 $12,000.00 7/6/98 $152,000.00 8495632 1472 Ripchak Road 01 179 1 $190,000.00 27 Corona 91719 6 9.55 87 $12,000.00 8/1/13 2 731 2665437 Schumacher IN 181 14 $14,775.00 7/23/98 $78,800.00 8496887 3618 Bedford Ct. 02 179 1 $98,500.00 35 Elkhart 46514 6 10.275 95 $14,740.24 8/1/13 2 750 2665438 Alarcon CA 181 04 $63,000.00 7/21/98 $159,879.00 8518870 57 Calle Del Norte 02 179 1 $235,000.00 46 R. Santa 92688 6 12.525 95 $62,877.56 8/1/13 2 675 2665441 Eklund IL 181 14 $34,750.00 7/28/98 $278,000.00 680 Elder 01 179 1 $347,500.00 31 8497216 Winnetka 60093 6 12.65 90 $34,684.62 8/1/13 2 666 2665447 Ansari TX 181 09 $25,600.00 7/27/98 $136,750.00 8498206 3321 Estacado LN 01 179 1 $170,990.00 34 95 Plano 75025 6 9.999 $25,538.23 8/1/13 2 644 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2665449 Bell WA 181 14 $21,500.00 7/21/98 $171,950.00 8496648 4131 48th South AVE 01 179 1 $214,950.00 37 Seattle 98116 6 90 $21,451.15 2 641 10.65 8/1/13 2665451 De Los Santos NM 181 14 $20,000.00 7/24/98 $73,287.00 8496671 1133 Libra DR 02 179 1 $112,500.00 45 Portales 88130 6 10.525 83 $19,954.03 8/1/13 2 698 2665453 Keerbs WA 181 14 $48,500.00 7/20/98 $104,380.00 8496291 8315 North162nd AVE 02 179 1 $170,000.00 28 Vancouver 98682 7 10.275 90 $48,479.77 8/1/13 2 745 2665455 Stadelman WA 181 14 $10,000.00 7/20/98 $38,501.00 8496549 811 Winslow ST 02 179 1 $48,600.00 46 Richland 99352 6 12.275 100 $9,980.50 8/1/13 2 693 2665457 Murphy WA 181 14 $30,000.00 7/16/98 $160,000.00 8496150 14508 W 42nd AVE 02 179 1 $200,000.00 45 Lynnwood 98037 7 12.275 95 $29,991.87 8/1/13 2 653 2665458 Nigro MA 181 14 $14,000.00 7/23/98 $185,192.00 8496168 1 Lincoln AVE 02 179 1 $242,000.00 36 Wilmington 01887 6 83 $13,965.52 8/1/13 2 682 9.775 2665459 Gilbertson CA 181 14 $40,600.00 7/22/98 $216,800.00 01 8496192 4915 Lotus AVE 179 1 $271,000.00 34 Yorba Linda 92887 6 10.65 95 $39,332.76 8/1/13 2 742 2665460 Pochik MI 181 14 $36,950.00 7/23/98 $108,000.00 8496218 13955 Charrington 02 179 1 $145,000.00 35 Sterling Heights 48313 6 11.775 100 $36,874.44 8/1/13 2 719 2665461 Sanders CA 181 09 $27,500.00 7/21/98 $448,000.00 8497141 1240 Clearview DR 02 179 1 $560,000.00 47 El Dorado 96762 7 11.775 85 $27,491.73 8/1/13 2 676 2665462 Stephens CA 181 04 $45,750.00 7/21/98 $224,950.00 8516510 23 Flores 19 02 179 1 $285,000.00 43 Irvine 92612 7 11.025 95 $44,581.08 8/1/13 2 693 2665463 Scatchard CA 181 14 $42,000.00 7/17/98 $192,000.00 8496028 841 Willard CT 02 179 1 $240,000.00 39 Gilroy 95020 6 11.025 98 $41,885.88 8/1/13 2 693 2665464 Thomas CA 181 14 $96,000.00 7/22/98 $512,000.00 880 Cumberland RD 01 179 1 $640,000.00 43 8496036 Glendale 91202 6 11.025 95 $95,789.36 8/1/13 2 700 2665465 Hewitt CA 181 09 $50,000.00 7/17/98 $240,700.00 8496077 4286 Peach Slope RD 02 179 1 $306,000.00 50 95 Moorpark 93021 7 12.775 $49,987.97 8/1/13 2 699 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2665466 Doty AZ 181 09 $30,800.00 7/28/98 $164,300.00 8497232 1815 E Commerce AVE 01 179 1 $205,400.00 41 Gilbert 85234 7 95 $30,789.94 2 710 11.4 8/1/13 2665467 Bergh VA 181 09 $94,800.00 7/28/98 $221,200.00 8497323 11708 Flemish Mill CT 01 179 1 $316,000.00 50 Oakton 22124 7 10.15 100 $94,759.38 8/1/13 2 723 2665469 Jones CA 181 14 $44,000.00 7/22/98 $175,000.00 8497364 215 Hawkins ST 02 179 1 $245,000.00 42 Vallejo 94591 6 11.025 90 $43,903.46 8/1/13 2 671 2665470 Lies NJ 181 14 $18,600.00 7/28/98 $148,800.00 8497372 51 Glendale DR 01 179 1 $186,000.00 27 Freehold 07728 6 9.9 90 $18,554.71 8/1/13 2 722 2665591 McCarthy CA 181 14 $66,500.00 8/5/98 $532,000.00 8539751 16469 Akron Street 01 180 1 $665,000.00 37 Los Angeles 90272 6 10.2 90 $66,500.00 9/1/13 2 755 2665600 Noorbakhsh CA 181 RFC01 $19,800.00 7/6/98 $220,000.00 8496515 1814 Harms Drive 01 179 1 $280,000.00 42 Pleasanton 94566 6 86 $19,800.00 8/1/13 2 757 9.625 2665606 Roitberg TX 181 09 $26,190.00 7/10/98 $222,600.00 01 8500555 419 Baybridge Drive 179 1 $261,900.00 32 Sugar Land 77478 6 11.55 95 $23,442.08 8/1/13 2 679 2665623 Rosete CA 181 14 $38,500.00 7/7/98 $335,500.00 8521551 1235 Fleming Avenue 01 179 1 $430,000.00 45 San Jose 95127 7 9.9 87 $38,482.61 8/1/13 2 721 2665632 Wong CA 181 09 $32,250.00 7/6/98 $172,000.00 8497604 11445 Cascada Way 01 179 1 $215,000.00 38 San Diego 92124 7 10.925 95 $32,238.31 8/1/13 2 756 2665637 Walker IN 181 14 $34,500.00 6/17/98 $80,500.00 8496929 1914 Cross Willow Lane 01 178 1 $115,000.00 30 Indianapolis 46239 6 11.22 100 $34,274.91 7/1/13 2 718 2665639 Morin MA 181 14 $26,200.00 7/20/98 $209,850.00 8530339 68 Carmel Road 01 179 1 $262,350.00 27 Andover 01810 7 9.875 90 $26,188.09 8/1/13 2 747 2665644 Kauff NJ 181 04 $22,500.00 6/22/98 $122,400.00 4 Carriage Lane 01 178 1 $153,000.00 41 8541625 Sparta 07871 7 11.125 95 $22,484.29 7/1/13 2 744 2665645 Goodman MA 181 14 $34,500.00 7/15/98 $172,500.00 8530370 1 Williams Court 01 179 1 $230,000.00 35 90 Somerville 02144 7 10.375 $34,485.91 8/1/13 2 698 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2665651 Gilberto MA 181 04 $27,750.00 7/13/98 $138,750.00 8530420 18 Harvard Street Unit/Apt 01 179 1 $185,000.00 32 Charleston 02129 7 90 $27,750.00 2 671 8.875 8/1/13 2665667 Reilly MA 181 14 $62,500.00 7/15/98 $500,000.00 8530446 12 Lincoln Lane 01 179 1 $625,000.00 39 Sudbury 01776 7 9.375 90 $62,500.00 8/1/13 2 747 2665687 Bellaire MA 181 14 $42,750.00 7/15/98 $213,750.00 8530453 153 Common Street 01 179 1 $285,000.00 26 Watertown 02472 7 9.875 90 $42,730.58 8/1/13 2 697 2665693 Brown FL 181 09 $50,250.00 7/22/98 $268,000.00 8496952 2114 Royal Fern Court 01 179 1 $335,000.00 40 Longwood 32779 7 10.25 95 $50,228.92 8/1/13 2 702 2665713 Liner GA 181 14 $15,000.00 6/22/98 $90,400.00 8499907 2285 Macby Road 02 178 1 $118,000.00 43 Marietta 30066 6 9.8 90 $14,925.98 7/1/13 2 699 2665718 Legare CA 181 14 $30,000.00 6/18/98 $143,500.00 8499915 145 North Street 02 178 1 $220,000.00 44 Woodland 95695 6 79 $29,847.18 7/1/13 2 712 9.45 2665723 Sullivan AL 181 14 $30,000.00 8/6/98 $99,000.00 02 8529760 1204 Vendome Drive West 180 1 $140,000.00 36 Mobile 36609 6 11.7 93 $30,000.00 9/1/13 2 716 2665727 Ha NY 121 14 $100,000.00 7/24/98 $312,785.00 8540221 159 Clinton Avenue 02 119 1 $610,000.00 38 Greenburgh 10522 5 8.75 68 $100,000.00 8/11/08 2 748 2666004 Moore IV GA 181 14 $65,800.00 7/10/98 $351,200.00 8497182 3119 Arden Road 01 179 1 $439,000.00 39 Atlanta 30305 7 10.75 95 $65,775.22 8/1/13 2 772 2666051 Chandler CA 181 14 $30,000.00 6/23/98 $140,000.00 8499931 5208 Academy Drive 02 178 1 $215,000.00 42 Fairfield 94585 6 9.45 80 $29,847.18 7/1/13 2 680 2666057 Clemens ID 181 14 $30,000.00 7/8/98 $112,924.00 8499949 P.O. Box 56, Rural Rt. 2 02 179 1 $183,000.00 41 Kamiah 83536 6 9.7 79 $29,925.60 8/1/13 2 719 2666062 Mills GA 181 01 $10,000.00 7/13/98 $45,100.00 77 Eagle Ridge Road 01 179 1 $58,000.00 26 8500019 Ball Ground 30107 6 10.2 95 $9,976.31 8/1/13 2 721 2666063 Watson CA 181 14 $10,000.00 6/22/98 $227,000.00 8499956 6610 Egglestone Place 02 178 1 $285,000.00 42 84 Rancho Cucamonga 91739 6 9.7 $9,906.31 7/1/13 2 753 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2666067 Arata CA 181 14 $30,000.00 7/15/98 $213,831.00 8499964 9522 Sonwell Place 02 179 1 $285,000.00 45 Cypress 90630 6 86 $29,863.87 2 701 10.555 8/1/13 2666085 Mueller CA 181 14 $24,400.00 6/22/98 $195,200.00 8500001 1442 Main Street 02 178 1 $244,000.00 37 Santa Clara 95050 7 11.3 90 $24,383.64 7/1/13 2 700 2666088 Hanzich CA 181 14 $41,700.00 7/17/98 $203,000.00 8524845 2282 Coc Palm Drive 01 179 1 $278,000.00 27 Tustin 92780 6 11.17 89 $41,609.74 8/1/13 2 677 2666089 Weitzman MA 181 14 $20,850.00 7/8/98 $227,150.00 8530461 4 Ridgeway Terrace 01 179 1 $293,000.00 22 Newton 02161 6 8.625 85 $20,793.01 8/1/13 2 742 2666090 Hulford GA 181 14 $25,000.00 7/9/98 $66,631.00 8499972 10844 Starling Trail 02 179 1 $95,000.00 24 Hampton 30228 6 11.4 97 $24,947.04 8/1/13 2 715 2666094 Latham WA 181 14 $46,400.00 7/28/98 $227,150.00 8531485 3708 35th Avenue SouthWest 01 179 1 $288,000.00 40 Seattle 98126 7 95 $46,385.96 8/1/13 2 660 11.75 2666097 Minkiewicz CA 181 14 $12,000.00 6/22/98 $227,150.00 02 8499980 1 Gable Court 178 1 $305,000.00 40 San Rafael 94903 6 9.2 79 $11,937.48 7/1/13 2 783 2666101 Scott CA 181 14 $25,000.00 6/18/98 $166,100.00 8499998 13575 Joshua Way 02 178 1 $210,000.00 45 Sonora 95370 6 10.8 91 $24,487.46 7/1/13 2 680 2666106 Rickerl CA 181 14 $18,000.00 7/7/98 $96,000.00 8497505 20012 Talihina Road 01 179 1 $120,000.00 33 Apple Valley 92307 6 10.5 95 $17,958.52 8/1/13 2 741 2666109 Olt MA 241 14 $43,500.00 7/16/98 $217,500.00 8530479 102 Grant Street 01 239 1 $290,000.00 41 Needham 02192 9 9.375 90 $43,403.84 8/1/18 2 798 2666117 Goyal CA 181 14 $33,400.00 8/6/98 $497,600.00 8531014 852 Gregory Court 01 180 1 $622,000.00 36 Fremont 94539 7 10.125 86 $33,400.00 9/1/13 2 754 2666125 Channen MA 241 14 $20,000.00 7/21/98 $180,000.00 lot#3a Station Road 01 239 1 $225,900.00 31 8530495 Salem 01970 9 8.875 89 $20,000.00 8/1/18 2 731 2666136 Iniguez CA 181 14 $25,000.00 8/4/98 $167,413.00 8541898 2538 Alona Street 02 180 1 $215,000.00 24 90 Santa Ana 92706 6 10.2 $25,000.00 9/1/13 2 760 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2666150 Kogan MA 181 14 $74,500.00 7/14/98 $227,000.00 8530511 15 Philbrick Road 01 179 1 $335,000.00 28 Newton 02159 7 90 $74,454.87 2 682 8.5 8/1/13 2666151 Hildebrand MA 181 14 $24,000.00 7/21/98 $192,000.00 8530529 62 Dane Street 01 179 1 $240,000.00 28 Beverly 01915 7 9.75 90 $24,000.00 8/1/13 2 692 2666165 Wylie CA 181 14 $23,000.00 7/22/98 $76,000.00 8530743 236 West 21st Street 02 179 1 $110,000.00 23 Merced 95340 6 10.375 90 $22,946.39 8/1/13 2 758 2666178 Lane CA 181 14 $65,000.00 8/7/98 $201,000.00 8541328 224 Arbor Valley Drive 02 180 1 $266,000.00 40 San Jose 95119 6 11.375 100 $65,000.00 9/1/13 2 685 2666185 Dimaio VA 181 09 $33,750.00 7/20/98 $180,000.00 8498073 2467 Freetown Drive 01 179 1 $225,000.00 37 Reston 20191 6 10.125 95 $33,669.50 8/1/13 2 728 2666187 Krueger MA 181 14 $48,340.00 7/17/98 $227,150.00 8530560 118 Weldon Farm Road 01 179 1 $307,000.00 25 Rowley 01969 7 90 $48,340.00 8/1/13 2 671 8.625 2666189 Burke MA 181 14 $18,300.00 7/24/98 $146,400.00 01 8530578 17 Harris Drive 179 1 $183,000.00 30 Hamilton 01982 7 9.875 90 $18,291.68 8/1/13 2 725 2666259 Carranza-lopez CA 181 14 $38,600.00 7/9/98 $206,000.00 8498701 1260 Graynold Avenue 01 179 1 $257,500.00 31 Glendale 91202 6 12.25 95 $38,524.54 8/1/13 2 663 2666308 White CA 181 14 $28,050.00 7/24/98 $224,350.00 8537730 7621 Park Forest Drive 01 179 1 $281,000.00 30 Huntington Beach 92648 7 10.5 90 $28,038.86 8/1/13 2 728 2666332 Maldonado NM 181 14 $39,750.00 7/9/98 $212,000.00 8498784 200 Fox Lane 01 179 1 $265,000.00 19 Alto 88312 6 9.25 95 $39,750.00 8/1/13 2 742 2666352 Spry MI 181 14 $20,000.00 7/24/98 $144,000.00 8500191 38516 Meadowlawn 02 179 1 $170,000.00 30 Wayne 48184 6 10.525 97 $19,954.03 8/1/13 2 691 2666357 Lehmkuhl CO 181 14 $55,450.00 7/23/98 $129,400.00 11894 S Stallion DR 01 179 1 $184,900.00 43 8500118 Pine 80470 7 10.4 100 $55,427.49 8/1/13 2 723 2666358 Harris CA 181 14 $37,000.00 7/22/98 $148,000.00 8499683 1141 Lawrence WAY 01 179 1 $185,000.00 36 100 Oxnard 93035 7 10.65 $36,978.37 8/1/13 2 727 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2666360 Gresley CA 181 14 $45,000.00 7/20/98 $225,000.00 8499717 5233 San Pablo Dam RD 02 179 1 $300,000.00 38 El Sobrante 94803 7 90 $44,981.23 2 681 10.275 8/1/13 2666361 Bledsoe FL 181 14 $10,000.00 7/24/98 $72,800.00 8499725 7701 NW 11th ST 02 179 1 $92,000.00 27 Pembroke Pines 33024 6 9.275 90 $9,974.22 8/1/13 2 778 2666363 Thorla CA 181 RFC01 $37,500.00 7/20/98 $200,000.00 8499402 5228 Meridian AVE 01 179 1 $250,000.00 45 San Jose 95118 7 11.65 95 $37,488.40 8/1/13 2 698 2666367 Holmes CA 181 14 $45,000.00 7/16/98 $240,000.00 8499303 921 Hastings DR 01 179 1 $300,000.00 38 Concord 94518 7 10.9 95 $44,908.75 8/1/13 2 700 2666368 Lunning CA 181 14 $86,400.00 7/10/98 $201,600.00 8499337 3617 Kamp DR 01 179 1 $288,000.00 42 Pleasanton 94588 6 10.775 100 $86,205.95 8/1/13 2 805 2666369 Orr CA 181 14 $84,000.00 7/2/98 $316,000.00 8499352 2530 Del Rosa AVE 02 179 1 $400,000.00 48 Santa Rosa 95409 7 100 $83,707.77 8/1/13 2 714 11.775 2666370 Salinas CA 181 14 $20,000.00 7/20/98 $123,780.00 02 8499360 3408 Stockbridge AVE 179 1 $145,000.00 50 Los Angeles 90032 6 11.525 100 $19,958.12 8/1/13 2 712 2666372 Thompson FL 181 14 $32,000.00 7/24/98 $103,173.00 8518789 1902 Eastern DR 02 179 1 $150,000.00 29 Jacksonville 32250 6 10.775 91 $31,928.13 8/1/13 2 690 2666374 Hassett NJ 181 14 $92,000.00 7/23/98 $340,400.00 8499261 498 Wellington DR 02 179 1 $460,000.00 45 Wyckoff 07481 7 9.9 94 $91,958.42 8/1/13 2 701 2666377 Kriz CA 181 14 $32,500.00 7/20/98 $260,000.00 8499030 17 CIR 01 179 1 $325,000.00 48 Redwood City 94062 7 10.025 90 $32,485.70 8/1/13 2 777 2666394 Huettis CA 181 14 $31,500.00 7/16/98 $314,400.00 8530784 19370 West Grant Line Road 01 179 1 $393,000.00 34 Tracy 95376 7 9.625 89 $31,500.00 8/1/13 2 769 2666406 Drago CA 181 09 $29,200.00 7/21/98 $155,950.00 8430 Samra Drive 01 179 1 $194,950.00 34 8499279 West Hills Area 91304 6 11.55 95 $29,139.00 8/1/13 2 711 2666408 Corral CA 181 14 $24,450.00 7/23/98 $130,400.00 8500217 6780 E Woodbridge RD 02 179 1 $163,000.00 32 95 Acampo 95220 6 10.4 $24,393.14 8/1/13 2 717 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2666409 Maberry DC 181 16 $75,000.00 7/29/98 $400,000.00 8500225 1740 S Street NorthWest 01 179 1 $500,000.00 44 Washington 20009 7 95 $74,969.55 2 682 10.4 8/1/13 2666410 French OR 181 14 $29,700.00 7/29/98 $118,800.00 8500233 3824 SouthEast 27th Avenue 01 179 1 $148,500.00 36 Portland 97202 7 10.9 100 $29,689.18 8/1/13 2 690 2666411 Irby VA 181 RFC01 $40,750.00 7/29/98 $95,100.00 8500241 12821 Hunterbrook DR 01 179 1 $135,900.00 47 Woodbridge 22192 7 10.15 100 $40,732.54 8/1/13 2 725 2666412 Adkinson Jr. FL 181 14 $30,000.00 7/24/98 $59,917.00 8500258 1010 Idaho Court 02 179 1 $115,000.00 30 Ocoee 34761 6 10.275 79 $29,929.43 8/1/13 2 679 2666413 Goocher TX 181 14 $42,900.00 7/29/98 $171,550.00 8500290 507 Stone Creek DR 01 179 1 $214,460.00 45 Prosper 75078 6 9.99 100 $42,900.00 8/1/13 2 685 2666414 Taylor WA 181 14 $18,000.00 7/22/98 $144,000.00 8500357 3512 West Sunset Drive 02 179 1 $180,000.00 29 Tacoma 98466 7 90 $18,000.00 8/1/13 2 679 10.025 2666415 Twigg MD 181 14 $18,900.00 7/24/98 $121,018.00 02 8500423 12036 Eaglewood CT 179 1 $140,000.00 48 Silver Spring 20902 7 12.525 100 $18,785.19 8/1/13 2 681 2666416 Vanderstelt CA 181 14 $36,400.00 7/24/98 $145,600.00 8500449 2044 Pomegranate LN 01 179 1 $182,000.00 44 Fallbrook 92028 7 11.15 100 $36,387.44 8/1/13 2 706 2666417 Velasquez OH 180 09 $23,900.00 7/29/98 $95,700.00 8500456 5165 Mallet Club DR 01 178 1 $119,635.00 43 Dayton 45439 7 10.9 100 $23,891.29 7/29/13 2 683 2666418 Wierenga CA 181 14 $45,000.00 7/24/98 $240,000.00 8500472 5774 Lilac Blossom LN 01 179 1 $300,000.00 45 San Jose 95124 7 9.275 95 $44,976.79 8/1/13 2 736 2666422 Williams OR 180 14 $20,000.00 7/27/98 $66,157.00 8499238 63014 Fruitdale Lane 02 178 1 $110,000.00 40 Lagrande 97850 6 10 79 $19,951.75 7/30/13 2 712 2666426 Koppes ID 181 14 $60,000.00 7/15/98 $320,000.00 1202 West Osprey Ridge 01 179 1 $400,000.00 43 8499105 Eagle 83616 7 10.75 95 $59,977.41 8/1/13 2 686 2666427 Shimp FL 181 14 $14,500.00 8/7/98 $108,750.00 8534976 7104 Holiday Road South 01 180 1 $145,000.00 28 85 Jacksonville 32216 6 9.9 $14,500.00 9/1/13 2 737 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2666429 Schwab CA 181 14 $45,000.00 7/9/98 $240,000.00 8532848 1344 Marine Avenue 01 179 1 $300,000.00 25 El Segundo 90245 6 95 $44,895.11 2 709 10.375 8/1/13 2666432 Hughes CA 181 14 $24,000.00 7/23/98 $268,000.00 8528390 3445 Cade Drive 01 179 1 $335,000.00 27 Fremont 94536 6 9.75 88 $23,940.75 8/1/13 2 756 2666456 Motil CA 181 09 $40,000.00 7/20/98 $160,000.00 8500514 19447 Park Ridge DR 01 179 1 $200,000.00 47 Middletown 95461 7 11.975 100 $39,988.49 8/1/13 2 699 2666457 Bierman CA 181 04 $48,800.00 7/16/98 $195,200.00 8521890 4000 Farm Hill BLVD 112 01 179 1 $244,000.00 38 Redwood City 94061 6 10.525 100 $47,732.05 8/1/13 2 744 2666461 Hulme TX 181 14 $19,550.00 7/27/98 $104,200.00 8501488 7851 Park Downs DR 01 179 1 $130,285.00 24 Fort Worth 76137 6 9.99 95 $19,502.78 8/1/13 2 785 2666462 Morgan VA 181 09 $92,100.00 7/30/98 $214,900.00 8516734 11630 Deer Forrest RD 01 179 1 $307,000.00 41 Reston 20194 7 100 $92,063.32 8/1/13 2 696 11.9 2666463 Gurin CA 181 14 $33,000.00 7/22/98 $175,950.00 01 8501314 6492 Jimilyn ST 179 1 $219,950.00 43 Simi Valley 93063 6 10.4 95 $32,923.26 8/1/13 2 779 2666465 Borges VA 181 14 $47,600.00 7/30/98 $190,400.00 8501348 8515 Queen Elizabeth BLVD 01 179 1 $238,000.00 26 Annandale 22003 6 9.525 100 $47,480.05 8/1/13 2 734 2666469 Freitas CA 181 14 $34,000.00 7/23/98 $136,000.00 8501025 2997 Knoll DR 02 179 1 $170,000.00 50 Concord 94520 7 11.525 100 $33,329.54 8/1/13 2 757 2666470 Campbell CA 181 14 $25,000.00 7/17/98 $153,289.00 8501041 18420 Barrett AVE 02 179 1 $205,000.00 41 Sonoma 95476 7 10.4 87 $24,989.85 8/1/13 2 684 2666474 Shonkwiler FL 181 09 $52,150.00 7/28/98 $227,150.00 8522344 10202 Leeds CT 01 179 1 $294,000.00 40 Orlando 32836 6 11.65 95 $50,512.01 8/1/13 2 659 2666477 Turnbull CA 181 14 $50,000.00 7/24/98 $206,400.00 1207 E Acacia AVE 01 179 1 $258,000.00 40 8500993 El Segundo 90245 7 11.4 100 $49,983.67 8/1/13 2 780 2666478 Rodriguez Jr CA 181 14 $54,750.00 7/9/98 $292,000.00 8523391 3676 Warner DR 01 179 1 $365,000.00 40 95 San Jose 95127 7 10.525 $54,428.36 8/1/13 2 781 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2666479 Monza CA 181 09 $27,500.00 7/15/98 $220,000.00 8500779 1305 Aralia CT 01 179 1 $275,000.00 50 San Luis Obispo 93401 7 90 $27,485.47 2 786 10.275 8/1/13 2666482 Glanville CA 181 14 $67,500.00 7/15/98 $360,000.00 8500597 3415 Dover RD 01 179 1 $450,000.00 36 Redwood City 94061 7 10.525 95 $67,473.32 8/1/13 2 721 2666484 Testa CA 181 09 $20,000.00 7/17/98 $227,150.00 8500639 35 Bridlepath CT 02 179 1 $305,000.00 33 San Ramon 94583 6 9.775 82 $19,950.74 8/1/13 2 709 2666485 Mussehl CA 181 14 $37,800.00 7/17/98 $151,200.00 8500662 3165 Entrada DR 01 179 1 $189,000.00 39 Ventura 93003 7 11.15 100 $37,686.96 8/1/13 2 774 2666486 Evans Franco CA 181 14 $39,750.00 7/21/98 $212,000.00 8500704 3605 Kirk RD 01 179 1 $265,000.00 43 San Jose 95124 7 10.65 95 $39,702.78 8/1/13 2 783 2666493 Reed UT 120 14 $26,000.00 8/12/98 $123,000.00 8539009 3330 Queenswood Drive 02 119 1 $150,000.00 30 Taylorsville 84118 5 100 $25,879.13 8/17/08 2 686 10.85 2666494 Cox AL 181 14 $24,990.00 8/6/98 $71,373.47 02 8530735 8790 Gold Mine Road 180 1 $97,000.00 37 Mobile 36619 6 11.7 100 $24,990.00 9/1/13 2 717 2666498 Parikh CA 181 09 $32,400.00 7/22/98 $259,750.00 8515827 4698 Wilcox AVE 01 179 1 $324,731.00 32 Santa Clara 95054 6 10.15 90 $32,322.90 8/1/13 2 731 2666499 Nguyen CA 181 14 $45,700.00 7/22/98 $244,000.00 8515835 47421 Towhee ST 01 179 1 $305,000.00 39 Fremont 94539 7 10.9 95 $45,683.35 8/1/13 2 736 2666500 Parmele TN 181 14 $10,500.00 7/30/98 $55,900.00 8501652 2014 Williamsport Pike 01 179 1 $69,900.00 35 Columbia 38401 7 10.9 95 $10,121.54 8/1/13 2 716 2666501 Phan CA 181 14 $53,000.00 7/23/98 $424,000.00 8501611 16128 Bennye Lee DR 01 179 1 $530,000.00 50 Poway 92064 6 9.4 90 $53,000.00 8/1/13 2 760 2666502 Roth CA 181 14 $43,000.00 7/27/98 $172,000.00 16420 Minnehaha 01 179 1 $215,000.00 33 8501553 Los Angeles 91344 6 11.15 100 $42,102.78 8/1/13 2 683 2666503 Baldwin OR 181 14 $21,800.00 7/24/98 $87,200.00 8501561 312 E 2nd ST 01 179 1 $109,000.00 43 100 Molalla 97038 7 10.9 $21,792.06 8/1/13 2 693 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2666504 Schenk CA 181 14 $69,250.00 7/24/98 $160,750.00 8501603 3252 W Felton ST 01 179 1 $230,000.00 44 Newbury Park 91320 7 100 $69,226.11 2 745 11.15 8/1/13 2666505 Dye FL 181 14 $11,100.00 7/30/98 $65,000.00 8501546 6652 Woodland DR 01 179 1 $84,600.00 43 Keystone Heights 32656 6 9.025 90 $10,957.98 8/1/13 2 695 2666506 Talbot IL 181 14 $27,400.00 7/30/98 $109,600.00 8501538 630 Iron Wood DR 01 179 1 $137,000.00 32 Elk Grove Village 60007 6 9.775 100 $26,338.24 8/1/13 2 749 2666520 Nichols ID 180 14 $30,000.00 8/5/98 $79,604.00 8526261 702 Stierman 02 179 1 $150,000.00 40 Eagle 83616 6 10.05 74 $29,705.30 8/10/13 2 767 2666627 Arroyo CA 181 14 $26,200.00 7/23/98 $224,800.00 8524084 2591 Sunnydale Drive 01 179 1 $281,000.00 42 Duarte 91010 7 9.925 90 $26,188.22 8/1/13 2 718 2666656 Mc Lin CA 181 14 $14,600.00 8/4/98 $158,400.00 8537532 2543 Hyler Avenue 01 180 1 $198,050.00 24 Los Angeles 90041 6 88 $14,600.00 9/1/13 2 796 9.275 2666703 Ceglarski CA 181 09 $18,400.00 7/6/98 $147,600.00 01 8517245 1841 Cannon Drive 179 1 $184,500.00 35 Walnut Creek 94596 6 9.925 90 $18,355.30 8/1/13 2 741 2666730 Ayala CA 181 14 $20,200.00 7/22/98 $161,600.00 8534406 746 Meadowlark Street 01 179 1 $202,000.00 36 Livermore 94550 6 9.875 90 $20,100.99 8/1/13 2 709 2666754 Logan CA 181 09 $53,000.00 7/2/98 $198,750.00 8536732 498 Lake Estates Drive 01 179 1 $265,000.00 45 Meadow Vista 95722 7 10.375 95 $52,978.36 8/1/13 2 704 2666768 Rado TX 181 14 $13,000.00 7/31/98 $172,300.00 8518243 1425 Faringdon DR 01 179 1 $215,400.00 46 Plano 75075 6 9.99 87 $12,968.61 8/1/13 2 646 2666769 Mynatt OR 181 14 $18,600.00 7/29/98 $74,400.00 8515967 4225 Northalberta CT 01 179 1 $93,000.00 27 Portland 98215 7 11.4 100 $18,593.92 8/1/13 2 775 2666771 Davis OR 181 14 $34,200.00 7/23/98 $136,800.00 1541 11th ST 01 179 1 $171,000.00 45 8516080 West Linn 97068 7 11.275 100 $34,188.52 8/1/13 2 711 2666772 Cleveland OR 181 14 $46,000.00 7/23/98 $119,000.00 8516114 33489 Millview WAY 02 179 1 $165,000.00 38 100 Lebanon 97355 6 10.15 $45,890.53 8/1/13 2 698 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2666773 Ball CA 181 14 $36,700.00 7/28/98 $146,800.00 8518177 4321 Clark AVE 01 179 1 $183,500.00 44 Long Beach 90808 6 100 $36,618.53 2 681 10.9 8/1/13 2666774 Wemmer FL 181 RFC01 $16,500.00 7/31/98 $66,000.00 8518060 825 Center Street Unit/Apt 01 179 1 $82,500.00 26 Jupiter 33458 6 10.15 100 $16,139.56 8/1/13 2 743 2666775 Day TX 181 14 $29,900.00 7/30/98 $119,600.00 8517773 611 Sweet Gum DR 01 179 1 $149,500.00 36 Euless 76039 6 9.99 100 $29,755.63 8/1/13 2 787 2666776 West TN 181 14 $23,400.00 7/31/98 $93,600.00 8517815 4816 Cimarron WAY 01 179 1 $117,000.00 30 Nashville 37211 6 10.15 100 $23,344.32 8/1/13 2 724 2666777 Shivers TX 181 14 $45,400.00 7/30/98 $105,950.00 8528119 809 Ashwood DR 01 179 1 $151,400.00 34 Allen 75002 6 9.99 100 $45,400.00 8/1/13 2 698 2666778 Hayes TX 181 09 $31,100.00 7/31/98 $124,400.00 8518227 2814 Hampton Ct 01 179 1 $155,500.00 45 Richardson 75082 6 100 $31,024.90 8/1/13 2 651 9.99 2666779 Hurd TX 181 14 $17,900.00 7/31/98 $95,600.00 01 8518151 11215 Lanewood Circle 179 1 $119,500.00 49 Dallas 75218 6 9.99 95 $17,856.78 8/1/13 2 685 2666780 Mcinturff GA 181 04 $14,450.00 7/31/98 $57,800.00 8522500 3236 Henderson Mill RD 1 01 179 1 $72,275.00 46 Chamblee 30341 6 11.15 100 $14,418.66 8/1/13 2 746 2666781 Blaser CO 181 14 $26,550.00 7/31/98 $106,250.00 8518250 12182 Forest WAY 01 179 1 $132,850.00 44 Thornton 80241 7 13.275 100 $26,544.30 8/1/13 2 672 2666782 Christiansen CA 181 14 $28,500.00 7/28/98 $152,400.00 8518029 1966 Carolyn DR 01 179 1 $190,500.00 43 Pleasant Hill 94523 7 9.9 95 $28,487.13 8/1/13 2 702 2666783 Schaefer CA 181 14 $19,250.00 7/29/98 $154,000.00 8518037 914 N Mirasol ST 01 179 1 $192,500.00 41 Santa Ana 92701 6 11.275 90 $19,208.74 8/1/13 2 664 2666784 Thomas VA 181 09 $36,250.00 7/31/98 $193,550.00 10116 Choke Cherry CT 01 179 1 $241,954.00 50 8518185 Manassas 20110 7 11.4 95 $36,238.15 8/1/13 2 653 2666788 Kitzman TX 181 14 $27,350.00 7/30/98 $60,850.00 8517633 818 Rachelle DR 01 179 1 $88,200.00 28 100 Red Oak 75154 6 9.99 $27,183.95 8/1/13 2 699 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2666790 Peters FL 181 14 $10,000.00 7/31/98 $37,000.00 8518003 18523 Ashcroft 01 179 1 $47,000.00 43 Port Charlotte 33952 6 100 $9,956.44 2 720 11.15 8/1/13 2666795 Blandino CA 181 14 $30,000.00 7/22/98 $208,000.00 8517591 3955 Holly DR 02 179 1 $260,000.00 38 San Jose 95127 6 11.025 92 $29,875.63 8/1/13 2 698 2666796 McConnell TX 181 09 $20,400.00 7/27/98 $81,600.00 8517484 8406 Chivalry 02 179 1 $102,000.00 38 San Antonio 78250 6 9.99 100 $20,350.74 8/1/13 2 692 2666797 Humphrey CA 181 14 $63,700.00 7/27/98 $156,900.00 8517492 20134 Patricia PL 02 179 1 $227,000.00 49 Saugus 91350 6 11.4 98 $63,565.06 8/1/13 2 714 2666801 Ware CA 181 15 $28,000.00 7/27/98 $224,000.00 8517872 999 Creekwood PL 01 179 1 $280,000.00 38 Lafayette 94549 6 10.4 90 $27,934.89 8/1/13 2 727 2666803 Kraus MT 181 14 $50,000.00 7/27/98 $117,981.00 8518912 26 Eden Park LN 02 179 1 $185,000.00 37 Great Falls 59405 6 91 $49,909.27 8/1/13 2 638 13.025 2666804 Dunaway TN 181 14 $22,500.00 7/27/98 $120,000.00 02 8517450 801 Loretta DR 179 1 $150,000.00 47 Goodlettsville 37027 7 11.025 95 $22,492.02 8/1/13 2 699 2666809 Mc Cartney TN 181 14 $17,500.00 7/31/98 $140,000.00 8516528 1066 Windsor DR 01 179 1 $175,000.00 41 Gallatin 37066 6 10.775 90 $17,460.70 8/1/13 2 754 2666810 Rowell FL 181 14 $73,200.00 7/31/98 $170,800.00 8516551 4110 SW 111th Terrace 01 179 1 39 Davie 33328 7 10.9 100 $73,173.32 8/1/13 2 780 2666811 Netherda CO 181 14 $83,000.00 7/31/98 $442,700.00 8517856 8634 Selly RD 01 179 1 $553,400.00 37 Parker 80134 7 10.65 95 $82,968.06 8/1/13 2 773 2666816 Nilsen VA 181 RFC01 $46,000.00 7/31/98 $184,000.00 8516338 11129 Lake Chapel LN 01 179 1 $230,000.00 44 Reston 20191 7 11.15 100 $45,984.13 8/1/13 2 762 2666818 Mendoza CA 181 14 $13,900.00 7/22/98 $152,257.00 2893 Keller CT 02 179 1 $175,000.00 46 8516429 Napa 94558 7 13.525 95 $13,897.17 8/1/13 2 642 2666820 Nelson CA 181 14 $26,750.00 7/9/98 $214,000.00 8516023 704 Stratford DR 01 179 1 $267,500.00 48 90 San Diego 92024 7 10.65 $26,739.71 8/1/13 2 742 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2666822 Roa CA 181 14 $34,500.00 7/23/98 $172,500.00 8516122 11583 Marigold CIR 02 179 1 $230,000.00 36 Fountain Valley 92708 6 90 $34,420.69 2 704 10.525 8/1/13 2666823 Black UT 181 14 $25,400.00 7/27/98 $79,000.00 8515892 1605 West 1920 North 02 179 1 $110,000.00 43 Layton 84041 6 12.275 95 $25,350.47 8/1/13 2 661 2666824 Krebs UT 181 14 $26,400.00 7/27/98 $105,600.00 8516130 1285 South 550 East 02 179 1 $132,000.00 6 Springville 84663 6 11.275 100 $26,343.41 8/1/13 2 709 2666825 Roland CA 181 RFC01 $48,900.00 7/24/98 $260,650.00 8515926 7615 Park Forest DR 01 179 1 $325,860.00 42 Huntington Beach 92648 6 11.775 95 $48,800.01 8/1/13 2 654 2666827 Kent NV 181 14 $25,000.00 7/24/98 $126,000.00 8515843 1437 Annkim CIR 02 179 1 $160,800.00 44 Gardnerville 89410 7 12.275 94 $24,993.27 8/1/13 2 647 2666828 Osolnick NJ 181 14 $25,000.00 7/27/98 $125,557.00 8515868 16 Longfellow DR 02 179 1 $152,000.00 30 Woodbridge 07067 6 100 $24,949.48 8/1/13 2 695 11.9 2666829 Wagner CO 181 09 $41,250.00 7/31/98 $216,000.00 01 8516288 8631 West 93rd Place 179 1 $275,000.00 42 Westminster 80021 7 10.775 94 $41,234.55 8/1/13 2 646 2666843 Jensen OR 181 14 $37,600.00 8/7/98 $300,800.00 8538423 13376 SouthWest Ascension 01 180 1 $373,000.00 43 Tigard 97223 7 10.2 91 $37,600.00 9/1/13 2 707 2666844 Schaniel CA 181 09 $77,500.00 6/22/98 $392,908.00 8516437 18697 Ambrose Lane 02 178 1 $492,598.00 44 Huntington Beach 92648 7 12.375 96 $77,458.62 7/1/13 2 679 2666888 Chan CA 181 14 $47,750.00 7/22/98 $328,000.00 8516403 310 Rosilie Street 02 179 1 $410,000.00 30 San Mateo 94403 7 10.675 92 $47,731.73 8/1/13 2 756 2666889 Richardson CA 181 14 $34,550.00 7/22/98 $276,400.00 8525172 3075 Jeffrey Mark Street 01 179 1 $345,500.00 37 Cypress 90630 6 9.375 90 $34,372.92 8/1/13 2 720 2666890 Bennett CA 181 14 $35,000.00 7/13/98 $123,301.00 603 Fermoore Street 02 179 1 $165,000.00 50 8525248 San Fernando 91340 6 11.75 96 $34,472.71 8/1/13 2 682 2666893 Vaught KY 181 14 $18,000.00 7/23/98 $41,524.00 8524928 427 Jean Drive 02 179 1 $75,000.00 25 80 Danville 40422 6 9.75 $17,955.56 8/1/13 2 735 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2666907 Hinojosa CA 181 14 $30,750.00 7/17/98 $164,000.00 8524977 27850 Santa Clarita Road 01 179 1 $205,000.00 43 Santa Clarita 91350 6 95 $30,674.96 2 784 9.875 8/1/13 2666909 Schatz VA 181 09 $10,000.00 7/21/98 $309,600.00 8518318 700 Ivy Farm Drive 01 179 1 $387,000.00 34 Charlottesville 22901 6 9.8 83 $7,624.36 8/1/13 2 716 2666924 Tillman GA 181 14 $11,000.00 7/28/98 $99,300.00 8520447 162 Sir Edward Teach Road 02 179 1 $215,000.00 43 Midway 31320 6 8.75 52 $9,728.20 8/3/13 2 723 2666930 Root CA 181 04 $22,600.00 7/17/98 $181,550.00 8525230 34 Edmonton Place 01 179 1 $226,990.00 34 Aliso Viejo Area 92656 6 9.625 90 $22,543.57 8/1/13 2 759 2666933 Schwartz CA 181 14 $50,000.00 7/24/98 $128,500.00 8524472 10209 Harvest Avenue 02 179 1 $178,500.00 29 Santa Fe Springs 90670 6 12 100 $49,899.92 8/1/13 2 681 2666934 Soles CA 181 09 $38,500.00 7/23/98 $190,650.00 8524563 790 South Starview Court 01 179 1 $270,000.00 41 Anaheim 92807 6 85 $38,406.04 8/1/13 2 706 9.875 2666935 Ensign CA 181 04 $22,300.00 7/16/98 $195,300.00 01 8517237 18183 Colonnades Place 179 1 $279,000.00 47 San Diego 92128 6 9.675 78 $22,244.57 8/1/13 2 708 2666946 Clayton CA 181 14 $34,650.00 7/21/98 $184,800.00 8524480 146 Alpine Avenue 01 179 1 $231,000.00 45 Ventura 93003 6 9.875 95 $34,565.43 8/1/13 2 735 2666950 Kurokawa CA 181 14 $100,000.00 7/16/98 $239,050.00 8524381 6352 Shayne Drive 01 179 1 $341,500.00 37 Huntington Beach 92647 6 10.625 100 $99,772.26 8/1/13 2 754 2666956 Bendzsel CA 181 14 $57,500.00 7/21/98 $134,200.00 8524118 2634 Taylor Avenue 01 179 1 $191,818.00 40 Ontario 91761 7 11.125 100 $57,480.05 8/1/13 2 699 2666958 Vanderpool CA 181 14 $50,850.00 7/28/98 $271,200.00 8519886 1904 Loma Vista Street 02 179 1 $340,000.00 38 Pasadena 91104 7 10.675 95 $50,830.53 8/1/13 2 790 2666959 Fish CA 181 14 $23,750.00 7/16/98 $190,300.00 1528 Marlin Place 01 179 1 $237,915.00 35 8524290 Rohnert Park 94928 7 10.25 90 $23,737.86 8/1/13 2 726 2666961 Wall CA 181 09 $51,000.00 7/17/98 $273,000.00 8529158 20062 Lawson Lane 02 179 1 $340,000.00 36 96 Huntington Beach 92646 6 11 $50,887.83 8/1/13 2 731 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2666962 Harris CA 181 14 $50,800.00 7/20/98 $271,250.00 8524373 800 Eucalyptus Street 01 179 1 $339,111.00 40 Davis 95616 6 95 $50,678.83 2 743 10.125 8/1/13 2666968 Burke CA 181 09 $36,150.00 7/20/98 $289,550.00 8530800 4275 Calle Mar De Ballenas 01 179 1 $361,940.00 42 San Diego 92130 6 9.375 90 $36,150.00 8/1/13 2 735 2666971 Brinkley, Jr. CO 181 14 $25,200.00 5/13/98 $134,400.00 8519233 9260 South Buttonhill 02 177 1 $168,000.00 30 Littleton 80126 6 10.6 95 $25,101.93 6/1/13 2 748 2666973 Suvoy CA 181 09 $50,000.00 7/13/98 $503,635.00 8525800 1063 South Taylor Court 02 179 1 $585,000.00 44 Anaheim 92808 6 13 95 $49,909.05 8/1/13 2 640 2666978 Sibley CA 181 09 $18,000.00 7/8/98 $288,000.00 8517211 5608 Outrider Way 01 179 1 $360,000.00 39 Placerville 95667 6 9.62 85 $18,000.00 8/1/13 2 742 2666979 Lang CA 181 09 $33,700.00 7/22/98 $269,500.00 8541682 4280 Calle Mar De Ballenas 01 179 1 $336,900.00 44 San Diego 92130 6 90 $33,617.75 8/1/13 2 678 9.875 2666988 Sholes AZ 180 14 $17,000.00 8/1/98 $70,400.00 01 8527764 2025 West Army Drive 179 1 $88,000.00 32 Tucson 85705 6 11 100 $16,962.61 8/12/13 2 691 2666990 Peckham CA 181 04 $26,300.00 7/8/98 $210,400.00 8517187 4419 Caminito Sana #2 01 179 1 $263,000.00 33 San Diego 92122 6 9.55 90 $26,159.30 8/1/13 2 760 2666992 Walker CA 181 14 $30,000.00 7/27/98 $240,000.00 8530131 338 San Lorenzo Avenue 01 179 1 $300,000.00 35 Felton 95018 7 10.845 90 $29,933.07 8/1/13 2 712 2666993 Cardenas CA 181 14 $32,000.00 7/9/98 $256,000.00 8530727 3520 Telegraph Drive 01 179 1 $320,000.00 37 San Jose 95132 7 10.845 90 $31,988.20 8/1/13 2 718 2666995 Egan NY 181 14 $14,800.00 6/12/98 $206,000.00 8528788 9 Hemlock Avenue 01 178 1 $300,000.00 24 East Northport 11731 7 9.4 74 $14,669.19 7/1/13 2 686 2667003 Bressler CA 181 09 $48,500.00 7/8/98 $280,000.00 45 Tennis Club Drive 01 179 1 $365,000.00 28 8517161 Danville 94506 6 9.875 90 $48,500.00 8/1/13 2 744 2667007 Kaelker CA 181 14 $38,250.00 6/19/98 $204,000.00 8521791 36774 Venado Drive 02 178 1 $255,000.00 19 95 Coarsegold 93614 6 13.25 $38,113.41 7/1/13 2 670 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2667186 Grodahl CA 181 09 $50,000.00 7/17/98 $278,400.00 8524399 28251 Via Alfonse 01 179 1 $348,000.00 29 Laguna Niguel 92677 6 95 $49,887.45 2 760 10.75 8/1/13 2667196 Chambless TX 180 14 $45,200.00 8/3/98 $180,800.00 8517625 2709 Chesapeake CT 01 179 1 $226,000.00 37 Grapevine 76051 6 9.99 100 $45,200.00 8/1/13 2 787 2667198 Collina MD 180 14 $20,000.00 8/3/98 $160,000.00 8517682 503 Tulip AVE 01 179 1 $200,000.00 28 Takoma Park 20912 7 9.4 90 $19,989.96 8/1/13 2 764 2667200 Ferguson IL 181 14 $16,500.00 7/28/98 $66,000.00 8517989 407 Saint John 02 179 1 $82,500.00 41 Godfrey 62035 6 9.775 100 $15,977.25 8/1/13 2 717 2667201 Jensen AZ 181 09 $37,480.00 7/28/98 $199,900.00 8517823 1412 E Rock Wren RD 01 179 1 $249,900.00 42 Phoenix 85048 7 10.525 95 $37,465.18 8/1/13 2 761 2667207 Miller CA 181 09 $47,000.00 7/28/98 $227,150.00 8529604 26652 Altanero 02 179 1 $305,000.00 35 Mission Viejo 92691 6 90 $46,912.63 8/1/13 2 638 12.775 2667211 Jennings NM 181 14 $14,400.00 7/24/98 $47,471.00 02 8517864 1615 Mesa DR 179 1 $73,000.00 40 Roswell 88201 6 11.025 85 $14,368.40 8/1/13 2 642 2667212 Abaya CA 181 14 $40,200.00 7/27/98 $214,400.00 8517583 1236 Morton AVE 02 179 1 $268,000.00 45 Santa Clara 95051 7 12.525 95 $40,169.59 8/1/13 2 654 2667213 Porto CA 181 14 $10,300.00 7/24/98 $82,400.00 8518300 4960 Valley High DR 02 179 1 $103,000.00 29 Sacramento 95823 6 12.525 90 $10,280.39 8/1/13 2 624 2667221 Jones MI 181 14 $12,900.00 7/29/98 $68,800.00 8518193 8565 Hartwell 02 179 1 $86,000.00 20 Detroit 48228 6 11.275 95 $12,345.70 8/1/13 2 680 2667222 Ping NJ 181 14 $43,500.00 7/29/98 $166,500.00 8518219 5415 Haven Ave 02 179 1 $223,000.00 47 Ocean City 08226 6 11.9 95 $43,212.09 8/1/13 2 685 2667225 Coombs UT 181 14 $44,000.00 7/29/98 $176,000.00 1503 East 950 South 02 179 1 $220,000.00 45 8517526 Springville 84663 6 9.9 100 $43,724.87 8/1/13 2 723 2667228 Anis NJ 181 15 $22,000.00 7/29/98 $187,000.00 8517567 149 Cedar ST 02 179 1 $220,000.00 43 95 Ridgefield Park 07660 6 10.275 $21,948.24 8/1/13 2 683 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2667336 Straughn CA 181 14 $23,500.00 7/10/98 $227,150.00 8517369 25319 Irving Lane 01 179 1 $335,000.00 31 Stevenson Ranch 91381 6 75 $23,439.29 2 729 9.25 8/1/13 2667444 Ashman CA 181 14 $30,300.00 7/21/98 $242,400.00 8523581 5792 Roxbury Court 01 179 1 $303,000.00 27 Cypress 90630 6 10.375 90 $30,229.38 8/1/13 2 693 2667445 Trias CA 181 14 $42,750.00 7/10/98 $213,750.00 8517609 4852 Nadine Court 01 179 1 $285,000.00 29 Union City 94587 6 9.8 90 $42,750.00 8/1/13 2 723 2667472 Simonsgaard CA 181 14 $27,900.00 7/23/98 $148,700.00 8523532 13562 Polk Street 01 179 1 $185,900.00 45 Los Angeles 91342 7 10.125 95 $27,887.98 8/1/13 2 762 2667479 Perdue CA 181 14 $66,000.00 7/21/98 $352,000.00 8526105 434 Laguna Terrace 01 179 1 $440,000.00 37 Simi Valley 93065 6 9.875 95 $65,838.92 8/1/13 2 781 2667484 Avellino CA 181 14 $43,000.00 7/24/98 $161,250.00 8523599 312 West Brookshire Avenue 01 179 1 $215,000.00 30 Orange 92865 6 95 $42,907.62 8/1/13 2 696 11.25 2667490 Maloney CA 181 14 $22,000.00 7/22/98 $260,000.00 01 8523771 753 Sierra Street 179 1 $325,000.00 44 El Segundo 90245 6 10.375 87 $21,948.72 8/1/13 2 705 2667498 Najim CA 181 14 $33,750.00 7/23/98 $270,000.00 8523797 7505 Naylor Avenue 01 179 1 $337,500.00 40 Los Angeles 90045 6 10.375 90 $33,671.33 8/1/13 2 700 2667499 Pate CA 181 09 $27,000.00 7/28/98 $144,000.00 8523805 23420 Shadwell Court 01 179 1 $180,000.00 39 Valencia Area 91354 6 11.875 95 $26,945.31 8/1/13 2 678 2667503 Handa CA 181 14 $81,000.00 7/21/98 $648,000.00 8523516 30807 Marne Drive 01 179 1 $810,000.00 44 Rancho Palos 90275 7 9.625 90 $80,961.20 8/1/13 2 752 2667514 Hess OR 181 14 $30,000.00 7/21/98 $53,503.00 8529125 57 NorthEast Ivy Street 02 179 1 $90,000.00 50 Portland 97217 6 11.875 93 $29,939.22 8/1/13 2 713 2667520 Baker CA 181 14 $30,000.00 7/22/98 $240,000.00 3424 Tilden Avenue 01 179 1 $300,000.00 38 8523623 Los Angeles 90034 6 10.25 90 $29,906.25 8/1/13 2 751 2667523 Franzosa CA 181 09 $35,350.00 7/23/98 $282,800.00 8523656 26785 Baronet 01 179 1 $353,500.00 45 90 Mission Viejo 92692 6 9.625 $35,261.74 8/1/13 2 766 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2667528 Chu CA 181 14 $35,850.00 7/23/98 $191,400.00 8523466 1534 Marlin Place 01 179 1 $239,272.00 30 Rohnert Park 94928 7 95 $35,834.55 2 748 10.125 8/1/13 2667529 Keith UT 121 14 $36,000.00 7/27/98 $79,906.00 8528465 441 South 1920 West 02 119 1 $157,000.00 41 Provo 84601 5 9 74 $36,000.00 8/1/08 2 686 2667983 Sterling TN 181 14 $31,200.00 7/30/98 $124,800.00 8520017 302 Tom Robinson RD 02 179 1 $156,000.00 32 Franklin 37064 7 10.65 100 $31,188.00 8/1/13 2 715 2667985 Quattrocchi CA 182 14 $46,000.00 7/27/98 $177,111.00 8520140 1888 Avenida Martina 02 180 1 $240,000.00 38 Roseville 95747 6 10.275 93 $46,000.00 9/1/13 2 733 2667986 Maluccio CA 181 14 $35,000.00 7/24/98 $129,000.00 8520462 4921 Glencove AVE 02 179 1 $259,000.00 40 Glendale 91214 7 10.025 64 $34,984.60 8/1/13 2 717 2667987 Mihelich CA 181 14 $25,000.00 7/24/98 $150,021.00 8520009 15225 Caravaca RD 02 179 1 $200,000.00 43 La Mirada 90638 6 88 $24,942.53 8/1/13 2 733 10.525 2667989 Stumbaugh Jr VA 180 14 $81,000.00 8/4/98 $189,000.00 01 8520488 5419 Thetford PL 179 1 $270,000.00 45 Alexandria 22310 7 10.15 100 $80,965.30 8/1/13 2 780 2667991 Mackillop NJ 181 14 $22,000.00 7/30/98 $176,000.00 8520066 205 Coventry Court 02 179 1 $225,000.00 35 Newton 07860 6 10.4 88 $21,948.84 8/1/13 2 720 2667992 Baynum IL 181 14 $41,100.00 7/30/98 $95,900.00 8520090 705 Lakeside CIR 02 179 1 $137,000.00 41 Wheeling 60090 7 11.525 100 $40,994.73 8/1/13 2 680 2667993 Segura CA 181 09 $71,000.00 7/24/98 $236,500.00 8520553 1909 Hummock LN 02 179 1 $325,000.00 50 Encinitas 92024 7 9.9 95 $70,967.91 8/1/13 2 689 2667995 Craig CA 181 04 $40,500.00 7/22/98 $94,500.00 8521700 10628 Caminito Derecho 02 179 1 $135,000.00 48 San Diego 92126 7 10.525 100 $40,483.99 8/1/13 2 765 2667996 Hamid MI 181 14 $16,300.00 7/30/98 $78,000.00 6464 Mead 02 179 1 $100,000.00 42 8519845 Dearborn 48126 6 12.775 95 $16,269.70 8/1/13 2 654 2667998 Zavistovich MD 181 14 $45,600.00 7/30/98 $182,400.00 8519951 221 Surrey CIR 02 179 1 $228,000.00 29 100 Fort Washington 20744 6 10.775 $45,497.59 8/1/13 2 702 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2667999 Thompson IN 181 14 $26,500.00 7/30/98 $148,000.00 8519969 2676N 1100 E 02 179 1 $185,000.00 36 Avilla 46710 6 95 $26,437.66 2 754 10.275 8/1/13 2668008 Wu CA 181 04 $34,400.00 7/28/98 $137,600.00 8521718 1048 9th ST 8 01 179 1 $172,000.00 36 Santa Monica 90403 6 11.9 100 $34,330.48 8/1/13 2 699 2668009 Simonich CA 181 14 $50,000.00 7/23/98 $383,031.00 8518938 35 Mathews PL 02 179 1 $550,000.00 20 Alamo 94507 7 9.775 79 $50,000.00 8/1/13 2 742 2668018 Chung CA 181 14 $41,200.00 7/9/98 $206,250.00 8518581 13211 Donegal Drive 01 179 1 $275,000.00 39 Garden Grove 92844 6 10.05 90 $41,101.05 8/1/13 2 764 2668021 Broughton AZ 180 14 $37,000.00 8/5/98 $98,927.00 8530537 1649 East Garnet 02 179 1 $147,000.00 32 Mesa 85204 6 11 93 $36,839.17 8/10/13 2 699 2668027 Ball CA 181 14 $30,000.00 7/16/98 $90,000.00 8524456 4751 Willowbrook Drive 02 179 1 $120,000.00 41 Sacramento 95842 6 100 $29,935.55 8/1/13 2 736 11.25 2668028 Kumar CA 182 14 $29,900.00 6/30/98 $239,200.00 01 8518797 34256 Tupelo Street 179 1 $299,000.00 37 Fremont 94555 7 9.5 90 $29,885.29 8/1/13 2 746 2668030 Kos CA 181 14 $15,000.00 8/4/98 $148,500.00 8534695 10827 Leffingwell Road 02 180 1 $167,000.00 28 Norwalk 90650 6 10.7 98 $15,000.00 9/1/13 2 750 2668034 Miller CA 181 14 $58,500.00 7/14/98 $312,000.00 8518631 12212 Orvillina Drive 01 179 1 $390,000.00 34 Santa Ana 92705 7 10.75 95 $58,477.97 8/1/13 2 684 2668051 Luttrell FL 181 09 $27,750.00 7/17/98 $148,000.00 8518862 10226 Leeds Court 01 179 1 $185,000.00 30 Orlando 32836 7 9.75 95 $27,485.57 8/1/13 2 770 2668063 Seibert NY 181 14 $25,750.00 8/13/98 $152,250.00 8535098 77 Kurt Lane 01 180 1 $203,000.00 41 Hauppauge 11788 6 10.5 88 $25,750.00 9/1/13 2 773 2668064 Burgess CA 181 14 $60,000.00 7/17/98 $320,000.00 9 Pyxie Lane 01 179 1 $400,000.00 39 8518995 San Carlos 94070 6 10.125 95 $59,856.89 8/1/13 2 770 2668093 Campbell NY 181 14 $69,000.00 7/13/98 $368,000.00 8519241 30 Knollwood Drive 01 179 1 $460,000.00 29 95 Larchmont 10538 7 10.75 $68,974.01 8/1/13 2 710 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2668137 Davelaar WA 121 14 $14,500.00 7/24/98 $165,500.00 8520454 20717 33rd Avenue West 02 119 1 $190,000.00 39 Lynnwood 98036 5 95 $14,432.21 2 693 10.75 8/1/08 2668242 Rauchwarg VA 181 14 $21,500.00 7/17/98 $114,750.00 8520041 3905 Shady Lane 01 179 1 $143,440.00 37 Williamsburg 23188 7 10.75 95 $21,491.90 8/1/13 2 722 2668250 Ell CA 181 RFC01 $38,700.00 7/23/98 $206,400.00 8538712 4810 Balthazar Terrace 01 179 1 $258,000.00 42 Fremont 94555 6 9.875 95 $38,605.50 8/1/13 2 772 2668414 Poulson ID 180 14 $30,000.00 8/7/98 $89,329.00 8531469 6833 Folk Dr. 02 179 1 $168,000.00 26 Boise 83704 6 9.75 72 $29,925.94 8/12/13 2 731 2668422 Ladd GA 180 14 $20,800.00 7/27/98 $78,000.00 8528606 3344 Timber Hollow Court 02 178 1 $104,000.00 30 Marietta 30062 7 13 95 $20,795.24 7/31/13 2 658 2668429 Thompson CA 181 14 $19,100.00 7/27/98 $152,800.00 8528127 206 East Mission Road 01 179 1 $191,000.00 29 Corona 91719 7 90 $19,093.19 8/1/13 2 728 11 2668440 Owings CA 181 09 $25,500.00 7/20/98 $136,150.00 01 8520231 22581 Hannah Court 179 1 $171,190.00 45 Cordona 91719 6 10.375 95 $25,440.56 8/1/13 2 739 2668447 Scurlock MD GA 181 14 $44,200.00 7/28/98 $236,000.00 8520330 1001 McLynn Avenue 01 179 1 $295,000.00 21 Atlanta 30306 7 10.25 95 $44,181.46 8/1/13 2 744 2668452 Chow CA 181 14 $35,500.00 6/11/98 $520,000.00 8523557 14 El Patio 01 178 1 $650,000.00 39 Orinda 94563 6 10.45 86 $35,403.44 7/1/13 2 716 2668459 ROSSOW MN 181 14 $23,990.00 8/12/98 $191,920.00 8540965 15825 17th Avenue North 01 180 1 $239,900.00 34 Plymouth 55447 6 10.05 90 $23,990.00 9/1/13 2 717 2668464 Smith MA 181 14 $37,500.00 7/22/98 $199,900.00 8520348 5 Short Street 01 179 1 $249,900.00 41 Medway 02053 6 10 95 $37,409.52 8/1/13 2 729 2668470 Rozzell NM 181 14 $18,400.00 7/17/98 $125,398.00 12100 Kashmir Street 02 179 1 $150,000.00 31 8520512 Albuquerque 87111 6 10.25 96 $18,337.17 8/1/13 2 680 2668481 Arron CA 181 14 $32,730.00 7/29/98 $261,800.00 8525792 2735 Yorkshire Road 01 179 1 $330,000.00 32 90 Pasadena 91107 7 9.675 $32,713.89 8/1/13 2 722 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2668488 Zebroski CO 181 09 $80,000.00 7/31/98 $170,000.00 8520637 113 White Ash DR 02 179 1 $250,000.00 38 Golden 80403 6 100 $79,820.32 2 707 10.775 8/1/13 2668489 Froehlich CA 181 14 $45,000.00 7/31/98 $240,000.00 8521510 2866 Melillo DR 02 179 1 $300,000.00 45 Walnut Creek 94596 7 12.025 95 $45,000.00 8/1/13 2 644 2668490 Nardone-patterson VA 181 09 $44,400.00 7/31/98 $236,800.00 8521528 13044 Brookmead DR 02 179 1 $296,000.00 36 Manassas 20112 6 10.525 95 $44,197.93 8/1/13 2 763 2668493 Stewart AZ 181 14 $20,000.00 7/30/98 $75,750.00 8520629 3150 W Hayward AVE 02 179 1 $101,000.00 45 Phoenix 85051 6 9.9 95 $19,951.30 8/1/13 2 756 2668498 Amerson CA 181 14 $19,500.00 7/30/98 $104,000.00 8520892 1940 W 94th ST 02 179 1 $131,000.00 38 Los Angeles 90047 6 10.775 95 $18,811.70 8/1/13 2 696 2668501 Mc Cormick CA 181 14 $26,000.00 7/31/98 $172,000.00 8521064 207 Teasdale ST 02 179 1 $215,000.00 43 Thousand Oaks 91360 6 93 $25,938.83 8/1/13 2 756 10.275 2668503 Loomis CO 180 14 $37,500.00 8/5/98 $87,500.00 01 8520686 700 Butte Pass Drive 179 1 $125,000.00 48 Fort Collins 80526 7 10.9 100 $37,083.79 8/1/13 2 699 2668508 Findlay NJ 181 14 $35,000.00 7/31/98 $109,405.00 8520868 656 Preston ST 02 179 1 $199,000.00 23 Brick 08723 6 9.9 73 $34,914.78 8/1/13 2 663 2668510 Baskerville OR 181 14 $50,000.00 7/29/98 $121,600.00 8520678 16677 S Bradley RD 02 179 1 $247,500.00 36 Oregon City 97045 7 10.025 70 $49,917.71 8/1/13 2 679 2668511 Clark CA 182 14 $26,000.00 7/29/98 $201,000.00 8520611 3415 Suncrest DR 02 180 1 $227,000.00 46 Placerville 95667 6 11.525 100 $26,000.00 9/1/13 2 711 2668513 Agrela CA 181 14 $58,000.00 7/15/98 $309,600.00 8524258 24192 Puerta De Luz 01 179 1 $387,000.00 40 Mission Viejo 92691 7 10.875 95 $57,978.74 8/1/13 2 726 2668515 Calabrese NJ 180 14 $22,500.00 7/27/98 $190,955.00 75 Watson Road 02 178 1 $240,000.00 40 8528937 Fanwood Boro 07023 6 10.1 89 $22,446.21 7/31/13 2 724 2668516 Santiago NJ 181 14 $55,900.00 7/29/98 $159,583.00 8525065 23 Emory Court 02 179 1 $216,000.00 31 100 Eatontown 07724 6 10.8 $55,402.74 8/3/13 2 734 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2668518 Lupo NJ 180 14 $32,100.00 7/28/98 $256,800.00 8521023 109 Dogwood Terrace 01 178 1 $321,000.00 29 Teaneck 07446 6 90 $32,023.25 2 759 10.1 7/28/13 2668522 Wheatley CA 181 14 $38,300.00 7/23/98 $204,300.00 8532921 3712 Monterey Boulevard 01 179 1 $255,375.00 26 Oakland 94619 7 10.125 95 $38,266.86 8/1/13 2 757 2668555 Haffner CA 181 14 $34,900.00 8/12/98 $279,200.00 8540981 4531 Greengate 02 180 1 $349,000.00 32 Westlake Village 91361 6 10 90 $34,900.00 9/1/13 2 641 2668567 Boyd CA 181 14 $100,000.00 8/10/98 $601,250.00 8541997 13013 Harwick Lane 01 180 1 $751,578.00 43 San Diego 92130 6 12.35 94 $100,000.00 9/1/13 2 678 2668584 Levay CA 181 09 $55,075.00 7/20/98 $293,700.00 8540650 73 South 16th Street 01 179 1 $367,165.00 26 San Jose 95112 7 10.845 95 $55,054.69 8/1/13 2 751 2668588 Penne NC 181 09 $42,500.00 7/23/98 $52,500.00 8529562 9912 Eagles Field Court 02 179 1 $124,000.00 41 Charlotte 28269 6 77 $42,386.41 8/1/13 2 688 8.875 2668617 Carr WA 181 14 $30,000.00 7/13/98 $151,802.00 02 8521395 419 SouthWest 327th Place 179 1 $185,000.00 40 Federal Way 98023 6 10.55 99 $30,000.00 8/1/13 2 762 2668779 Roark CA 181 14 $41,600.00 7/22/98 $222,000.00 8533200 9608 Puffin Avenue 01 179 1 $277,500.00 37 Fountain Valley 92708 6 11 95 $41,508.50 8/1/13 2 756 2668783 Shimabuku CA 181 04 $26,200.00 7/20/98 $140,000.00 8532541 920 La Barbera Drive 01 179 1 $175,000.00 43 San Jose 95126 7 11.125 95 $26,190.91 8/1/13 2 793 2668849 Snow UT 180 14 $17,200.00 6/8/98 $68,800.00 8537706 56 South 500 East 02 177 1 $86,000.00 40 Richfield 84701 6 11.99 100 $17,151.86 6/12/13 2 687 2668867 Graham NM 181 14 $22,000.00 7/22/98 $88,158.00 8521569 7204 Vista Alegre Street 02 179 1 $116,500.00 29 Albuquerque 87120 7 10.75 95 $21,983.35 8/1/13 2 710 2668875 Lartson TX 181 14 $12,600.00 7/17/98 $67,200.00 4122 Presidents Drive 01 179 1 $84,000.00 35 8521965 Houston 77047 7 10.5 95 $12,594.99 8/1/13 2 680 2668881 Frederickson CA 181 14 $75,000.00 7/21/98 $281,250.00 8538498 3080 Valleywood Court 01 179 1 $390,000.00 38 92 San Jose 95148 6 10.625 $74,829.19 8/1/13 2 731 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2668895 Garton Jr. CA 181 14 $58,500.00 7/8/98 $312,000.00 8524126 3924 Pasadena Drive 01 179 1 $390,000.00 45 San Mateo 94403 7 95 $58,475.78 2 754 10.375 8/1/13 2668900 Goodwin VA 181 14 $44,500.00 8/6/98 $237,600.00 8522310 7735 Knightshayes DR 01 180 1 $297,055.00 51 Manassas 20111 7 10.65 95 $44,500.00 9/1/13 2 769 2668901 Linsday CA 181 04 $33,550.00 8/5/98 $179,100.00 8524266 521-A Sonata WAY 01 180 1 $223,900.00 37 Simi Valley 93065 6 10.65 95 $33,550.00 9/1/13 2 725 2668903 Meyer CO 181 14 $35,400.00 8/6/98 $188,850.00 8522278 801 Dirt RD 02 180 1 $236,100.00 45 Bellvue 80512 7 12.025 95 $35,400.00 9/1/13 2 650 2668906 Noble CA 181 14 $54,500.00 7/28/98 $41,402.00 8521957 6410 Almond DR 02 179 1 $96,000.00 42 Bakersfield 93308 6 11.025 100 $54,380.42 8/1/13 2 713 2668908 Prichard CA 181 RFC01 $58,800.00 7/28/98 $313,700.00 8522351 19 Viewcrest CIR 01 179 1 $392,200.00 43 South San 94080 6 95 $58,658.45 8/1/13 2 741 10.025 2668909 Fields CA 181 14 $45,000.00 7/29/98 $326,000.00 02 8522211 12748 Stanwood DR 179 1 $435,000.00 42 Los Angeles 90066 6 10.025 86 $44,891.68 8/1/13 2 723 2668911 Turner CA 181 14 $33,000.00 7/24/98 $173,400.00 8522146 6808 Rockglen AVE 02 179 1 $223,000.00 46 San Diego 92111 6 13.275 93 $32,940.06 8/1/13 2 639 2668913 Hernandez CA 181 15 $36,000.00 7/29/98 $144,000.00 8522138 1107 South Palos Verdes 01 179 1 $180,000.00 42 Los Angeles 90731 6 11.4 100 $35,923.74 8/1/13 2 731 2668914 Monroy CA 181 15 $17,600.00 7/28/98 $35,184.00 8521940 998 E & 1000 Orange Grove 02 179 1 $142,000.00 44 Pasadena 91104 6 10.525 38 $17,559.55 8/1/13 2 711 2668915 Bristol CA 181 14 $50,000.00 7/20/98 $153,815.00 8522179 2238 Avalon ST 02 179 1 $210,000.00 42 Costa Mesa 92627 7 11.525 98 $49,880.21 8/1/13 2 700 2668916 Solorzano CA 181 09 $25,000.00 7/28/98 $206,200.00 28502 El Peppino 02 179 1 $289,000.00 34 8521973 Laguna Niguel 92677 6 10.525 80 $24,942.53 8/1/13 2 640 2668918 Fuzail IL 181 14 $38,800.00 7/28/98 $192,000.00 8521825 1200 W Sturbridge DR 02 179 1 $243,000.00 43 95 Hoffman Estates 60195 6 10.775 $38,712.86 8/1/13 2 723 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2668924 Donato CA 181 04 $15,445.00 5/29/98 $123,567.00 8532772 2550 Beach Head Way 01 177 1 $154,459.00 41 Richmond 94804 7 90 $15,230.79 2 742 10.125 6/1/13 2668939 Moldenhauer Jr. FL 181 14 $15,450.00 7/10/98 $82,400.00 8524993 2109 Richfield Cove Drive 01 179 1 $105,000.00 18 Winter Park 34761 7 9.75 94 $15,442.79 8/1/13 2 781 2668944 Madden VA 181 RFC01 $24,100.00 7/20/98 $148,000.00 8521981 7032 Gatton Square 01 179 1 $185,000.00 35 Alexandria 22315 7 11 94 $24,091.41 8/1/13 2 774 2668947 Davis MN 181 14 $15,300.00 7/23/98 $81,600.00 8522013 932 Hillside Lane 01 179 1 $102,000.00 36 Nicollet 56074 6 10.125 95 $15,263.50 8/1/13 2 718 2668950 Crews GA 61 14 $25,000.00 12/12/97 $48,117.00 8528671 P.O. Box 463, Rural Rt. 3 02 52 1 $96,000.00 21 Folkston 31537 4 9 77 $22,277.66 1/1/03 2 718 2668955 Lawrence VA 181 14 $45,750.00 7/28/98 $244,000.00 8522096 6871 Churchill Road 01 179 1 $305,000.00 35 McLean 22101 7 95 $45,645.55 8/1/13 2 731 10.375 2668969 Kane CA 181 14 $37,200.00 7/22/98 $198,400.00 01 8522161 514 Normandy Avenue 179 1 $248,000.00 43 Placentia 92870 7 11 95 $37,186.73 8/1/13 2 700 2668982 Lasley TN 180 14 $22,250.00 8/3/98 $178,000.00 8527095 814 Shenandoah Drive 01 179 1 $222,500.00 42 Brentwood 37204 7 9.125 90 $22,238.15 8/3/13 2 738 2669004 Hammerling CA 181 14 $33,700.00 7/20/98 $180,000.00 8522518 3013 Ellis Street 01 179 1 $225,000.00 41 Berkeley 94703 7 11.5 95 $33,700.00 8/1/13 2 706 2669011 Burke CA 181 14 $25,000.00 7/15/98 $445,000.00 8525826 1134 Thorntree Place 01 179 1 $640,000.00 43 San Jose 95120 7 10.25 74 $24,989.51 8/1/13 2 622 2669014 Loucks CA 181 14 $48,000.00 7/24/98 $256,000.00 8522559 540 Saxony Road 01 179 1 $320,000.00 45 Encinitas 92024 7 10.25 95 $48,000.00 8/1/13 2 751 2669016 Donohue CT 181 14 $64,800.00 7/30/98 $345,600.00 38 Haldey Drive 01 179 1 $432,000.00 40 8522666 Greenwich 06870 7 10.75 95 $64,775.60 8/1/13 2 695 2669017 Kolb CA 181 09 $43,000.00 7/16/98 $214,000.00 8522690 335 Huelva Court 02 179 1 $289,000.00 22 89 Oeceanside 92057 6 9.8 $41,456.17 8/1/13 2 709 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2669020 Flickinger MT 181 14 $18,300.00 7/17/98 $102,400.00 8522591 1112 Yorktown Street 01 179 1 $128,000.00 33 Billings 59105 6 95 $18,255.33 2 765 9.875 8/1/13 2669023 Economou MI 181 14 $38,985.00 7/29/98 $207,900.00 8524415 9084 Countrywood 01 179 1 $259,900.00 37 Plymouth 48111 7 11 95 $38,971.09 8/1/13 2 728 2669034 McGuirl VA 181 14 $25,350.00 7/30/98 $135,200.00 8522799 14509 Minnieville Road 01 179 1 $170,000.00 36 Woodbridge 22193 7 10.125 95 $25,247.69 8/1/13 2 744 2669038 Bryant WA 181 14 $50,200.00 7/23/98 $267,950.00 8522856 28951 233rd Avenue 01 179 1 $334,950.00 42 Kent 98042 7 9.5 95 $50,175.31 8/1/13 2 742 2669044 Warren ID 61 14 $24,500.00 8/13/98 $97,110.00 8531527 2992 Cemetary Road 02 60 1 $153,000.00 31 Cambridge 83610 4 10.15 80 $24,500.00 9/5/03 2 669 2669045 Yamamoto ID 180 14 $30,000.00 8/12/98 $118,468.00 8531550 1280 Monroe Creek Road 02 179 1 $186,000.00 37 Weiser 83672 6 80 $29,927.62 8/20/13 2 716 10 2669046 Eastwood OR 180 14 $30,000.00 8/10/98 $43,057.04 02 8531634 965 SW Second Street 179 1 $92,000.00 22 Ontario 97914 6 9.75 80 $29,913.75 8/15/13 2 699 2669049 Lopinsky VA 181 14 $21,000.00 7/24/98 $112,000.00 8523292 219B East Windsor Avenue 01 179 1 $140,000.00 36 Alexandria 22301 7 10.25 95 $20,991.18 8/1/13 2 763 2669093 Homon MD 181 RFC01 $37,000.00 7/30/98 $197,750.00 8523565 18028 Bilney Drive 01 179 1 $247,200.00 29 Olney 20832 7 10.25 95 $36,984.48 8/1/13 2 788 2669101 Snyders CA 181 09 $28,300.00 7/23/98 $151,200.00 8523680 6 Corte Montena 01 179 1 $189,062.00 43 Lake Elsinore 92532 7 11 95 $28,289.91 8/1/13 2 717 2669103 Romano WA 181 09 $38,700.00 8/13/98 $309,600.00 8540841 3113 235th Avenue 01 180 1 $387,000.00 40 Issaquah 98029 7 10.75 90 $38,700.00 9/1/13 2 687 2669113 Krettlin MI 181 14 $43,000.00 7/24/98 $124,594.00 9595 Marina Drive 02 179 1 $181,000.00 37 8524027 South Lyon 48178 7 9.75 93 $42,979.37 8/1/13 2 726 2669127 Black KY 181 14 $45,000.00 7/22/98 $131,326.00 8523813 1415 Ed Brent Road 02 179 1 $177,500.00 46 100 Bardstown 40004 6 12.625 $44,915.13 8/1/13 2 660 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2669128 Henkel CA 181 14 $40,800.00 7/23/98 $115,200.00 8523847 44804 Marge Place 02 179 1 $156,000.00 42 Temecula 92592 6 100 $40,607.08 2 743 10.625 8/1/13 2669147 Brunson CA 181 09 $27,450.00 7/28/98 $146,400.00 8523854 8576 Warwick Drive 01 179 1 $183,000.00 43 Desert Hot 92240 7 10.125 95 $27,438.17 8/1/13 2 755 2669188 Bungcayao CA 181 14 $35,500.00 7/15/98 $177,750.00 8524092 4528 San Juan Avenue 01 179 1 $237,000.00 38 Fremont 94536 6 9.8 90 $35,500.00 8/1/13 2 725 2669228 Reyes CA 181 09 $24,000.00 7/15/98 $225,000.00 8524274 5 Estrade Lane 01 179 1 $300,000.00 29 Foothill Ranch 92610 6 10.05 83 $23,942.36 8/1/13 2 727 2669229 Lenox VA 181 14 $19,950.00 7/27/98 $159,950.00 8526972 2700 Daphne Lane 01 179 1 $199,950.00 47 Powhatan 23139 6 9.3 90 $19,950.00 8/1/13 2 742 2669238 Dyke CA 181 04 $29,700.00 7/7/98 $151,500.00 8524431 733 Orchard Loop 01 179 1 $202,000.00 42 Azusa 91702 6 90 $29,629.49 8/1/13 2 695 10.175 2669256 Peterson CA 181 09 $24,750.00 8/5/98 $176,250.00 02 8534612 2821 Courtside Drive 180 1 $235,000.00 48 Roseville 95661 6 11.99 86 $24,750.00 9/1/13 2 702 2669258 St. James CA 182 16 $67,500.00 7/30/98 $360,000.00 8526782 1522 Ortega ST 02 180 1 $450,000.00 22 San Francisco 94122 7 13.525 95 $67,500.00 9/1/13 2 650 2669262 Sanchez CA 182 14 $19,500.00 7/31/98 $156,000.00 8525560 2943 Kentrigde DR 02 180 1 $195,000.00 48 San Jose 95133 6 10.525 90 $19,500.00 9/1/13 2 680 2669263 Sponder CA 181 15 $50,250.00 7/31/98 $268,000.00 8525602 1520 & 1520 1/2 Western 01 179 1 $335,000.00 38 Los Angeles 90732 6 10.15 95 $50,130.42 8/1/13 2 741 2669267 Lim CA 181 09 $23,700.00 8/3/98 $189,600.00 8525420 7936 E Altair LN 01 180 1 $237,000.00 36 Anaheim 92808 6 10.4 90 $23,700.00 9/1/13 2 746 2669269 Bowden TX 181 09 $15,750.00 8/7/98 $62,950.00 16507 Mansvelt RD 01 180 1 $78,700.00 39 8525446 Galveston 77554 6 9.99 100 $15,750.00 9/1/13 2 743 2669270 Cerquera FL 180 14 $21,800.00 8/3/98 $87,200.00 8525503 1787 NE 177th ST 02 179 1 $109,000.00 44 100 North Miami Beach 33162 7 12.025 $21,793.79 8/1/13 2 700 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2669271 Iden CA 181 RFC01 $21,000.00 8/3/98 $108,323.00 8525883 3080 Cambridge Road 02 180 1 $130,000.00 38 Cameron Park 95682 6 100 $21,000.00 2 726 10.525 9/1/13 2669274 Kirk TN 180 14 $18,000.00 8/3/98 $96,000.00 8524811 2124 Derrick RD 02 179 1 $120,000.00 19 Chapel Hill 37064 6 10.9 95 $17,960.04 8/1/13 2 708 2669275 Jarrett IL 180 14 $64,000.00 8/3/98 $512,000.00 8524837 17546 West Bridle Trail 02 179 1 $640,000.00 26 Gurnee 60031 7 10.025 90 $63,971.84 8/1/13 2 693 2669276 Cox TX 181 14 $15,000.00 8/7/98 $60,000.00 8525412 2929 Laredo DR 01 180 1 $75,000.00 27 Fort Worth 76116 6 9.99 100 $15,000.00 9/1/13 2 706 2669278 Holbrook CA 181 09 $20,200.00 7/24/98 $80,800.00 8525073 7139 Lighthouse DR 01 179 1 $101,000.00 42 Stockton 95219 6 10.775 100 $19,658.49 8/1/13 2 749 2669281 Stevens WA 181 14 $29,000.00 7/29/98 $116,000.00 8525131 320 W Sierra WAY 02 179 1 $145,000.00 41 Spokane 99208 6 100 $28,938.57 8/1/13 2 721 11.4 2669282 Garcia FL 180 04 $10,000.00 8/7/98 $40,000.00 01 8526949 8035 Byron AVE 1 179 1 $50,000.00 28 Miami Beach 33141 6 10.65 100 $9,977.28 8/1/13 2 695 2669283 Runolfsson CA 181 14 $42,750.00 7/31/98 $228,000.00 8524779 1536 Armando Drive 01 179 1 $285,000.00 39 Long Beach 90807 7 10.65 95 $41,479.40 8/1/13 2 695 2669284 Illeck CA 181 14 $70,000.00 7/23/98 $343,028.00 8524910 509 22nd ST 02 179 1 $425,000.00 31 Huntington Beach 92648 7 11.65 98 $69,978.35 8/1/13 2 733 2669285 Noble OR 181 14 $17,200.00 7/30/98 $137,600.00 8524795 30863 Walnut Drive 01 179 1 $172,000.00 44 Albany 97321 7 11.025 90 $17,193.91 8/1/13 2 635 2669286 Dhillon VA 181 09 $48,150.00 8/7/98 $256,950.00 8524944 5316 Poplar Valley CT 01 180 1 $321,220.00 39 Centreville 20120 6 9.4 95 $48,150.00 9/1/13 2 738 2669290 Price NV 182 14 $36,000.00 7/30/98 $216,000.00 4400 Bridle WAY 02 180 1 $315,000.00 38 8524860 Reno 89509 6 9.275 80 $36,000.00 9/1/13 2 721 2669313 Mendoza CA 181 09 $57,900.00 8/5/98 $309,350.00 8538886 590 Granite Hills 01 180 1 $390,000.00 41 95 Simi Valley 93065 7 10.8 $57,900.00 9/1/13 2 670 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2669316 Turek CA 181 14 $49,200.00 7/8/98 $262,400.00 8524886 2121 Carrol Road 01 179 1 $328,000.00 41 Walnut Creek 94596 6 95 $49,200.00 2 741 10.175 8/1/13 2669326 Heck CA 181 14 $33,000.00 7/2/98 $364,000.00 8533002 4571 Viro Road 02 179 1 $455,000.00 39 La 91011 6 9.6 88 $33,000.00 8/1/13 2 729 2669327 Navagato CA 181 04 $10,000.00 7/15/98 $124,000.00 8524985 4213 Loma Riviera Lane 01 179 1 $155,000.00 42 San Diego 92110 6 9.925 87 $9,975.71 8/1/13 2 706 2669332 Bob FL 182 14 $38,600.00 7/31/98 $144,750.00 8528754 17050 SouthWest 83 Court 02 180 1 $193,000.00 39 Miami 33157 6 9.85 95 $38,600.00 9/1/13 2 730 2669349 Priano CA 61 14 $30,000.00 8/11/98 $179,822.00 8539132 882 Maplewood Avenue 02 60 1 $251,000.00 32 Newbury Park 91320 4 9.5 84 $30,000.00 9/1/03 2 741 2669351 Smith CA 181 14 $50,000.00 7/13/98 $170,800.00 8533010 768 Avenue C 02 179 1 $500,000.00 36 Redondo Beach 90277 6 53 $49,878.81 8/1/13 2 768 9.95 2669359 Bertram CA 181 04 $19,000.00 7/14/98 $152,000.00 01 8525206 13913 Riverside Drive 179 1 $190,000.00 35 Sherman Oaks 91423 6 10.3 90 $18,955.40 8/1/13 2 707 2669360 Gajjala CA 181 14 $24,700.00 7/23/98 $197,600.00 8533077 523 Central Avenue 01 179 1 $247,000.00 40 Alameda 94501 7 9.55 90 $24,687.98 8/1/13 2 757 2669377 Smith CA 181 14 $42,300.00 7/28/98 $225,600.00 8541443 1480 Cypress Court 01 179 1 $282,000.00 41 Gilroy 95020 7 10.425 95 $42,282.91 8/1/13 2 738 2669427 Sandidge CA 181 14 $15,000.00 7/16/98 $209,600.00 8533085 4955 -4957 Coronado Avenue 01 179 1 $262,000.00 41 Oakland 94618 7 10.5 86 $13,196.35 8/1/13 2 670 2669428 Leikin MD 181 14 $27,000.00 2/27/98 $289,200.00 8539983 6904 Old Gate Lane 01 174 1 $340,000.00 47 Rockville 20852 7 13.75 93 $26,967.86 3/1/13 2 682 2669430 Hoard CA 181 14 $26,900.00 7/24/98 $215,950.00 2142 Misquez Lane 01 179 1 $269,950.00 40 8534364 Tracy 95376 6 9.55 90 $26,832.37 8/1/13 2 785 2669437 Tsao CA 181 14 $46,500.00 7/1/98 $248,000.00 8533093 21614 Paul Avenue 01 179 1 $310,000.00 34 95 Torrance 90503 7 10.55 $46,500.00 8/1/13 2 773 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2669466 Workman CA 181 14 $18,200.00 7/13/98 $145,600.00 8533028 925 North Walnut Avenue 01 179 1 $182,000.00 38 San Dimas 91773 6 90 $18,058.26 2 686 10.55 8/1/13 2669472 Hultquist CA 181 09 $30,000.00 7/20/98 $189,000.00 8533101 14 El Prisma 02 179 1 $252,000.00 42 Rancho Santa 92688 7 10.55 87 $29,963.75 8/1/13 2 721 2669485 Traute CA 181 14 $27,800.00 7/28/98 $222,450.00 8533036 5913 Park Crest Drive 01 179 1 $278,100.00 41 Chino Hills 91709 6 9.875 90 $27,663.74 8/1/13 2 709 2669497 Epstein CA 181 04 $23,000.00 7/20/98 $184,000.00 8525776 25692 Fishermans Drive 01 179 1 $230,000.00 43 Dana Point 92629 6 9.55 90 $22,942.17 8/1/13 2 756 2669505 Roberts CA 181 14 $18,300.00 7/16/98 $146,400.00 8533044 2908 Wildflower Drive 01 179 1 $183,000.00 44 Antioch 94509 6 10 90 $18,255.85 8/1/13 2 708 2669515 Guaraldi CA 181 14 $42,700.00 8/3/98 $228,000.00 8526758 2506 Balmoral ST 02 180 1 $285,000.00 37 Union City 94587 7 95 $42,700.00 9/1/13 2 686 11.775 2669517 Cool MD 181 14 $21,100.00 8/10/98 $168,900.00 01 8526725 355 Nectar CT 180 1 $211,170.00 41 Westminster 21157 7 9.4 90 $21,100.00 9/1/13 2 757 2669520 Crutchfield CA 181 14 $20,500.00 7/30/98 $164,000.00 8526691 1412 W 123rd ST 02 179 1 $205,000.00 43 Los Angeles Area 90047 7 9.775 90 $20,490.49 8/1/13 2 744 2669522 Harris OR 182 14 $32,000.00 7/31/98 $169,360.00 8526733 7665 SouthWest Dunsmuir 02 180 1 $202,000.00 44 Beaverton 97007 6 10.275 100 $32,000.00 9/1/13 2 733 2669524 Klump CA 182 RFC01 $27,600.00 7/31/98 $138,000.00 8526592 15 Lemon Tree 02 180 1 $184,000.00 45 Irvine 92612 6 11.025 90 $27,600.00 9/1/13 2 646 2669525 Rockwell CA 181 14 $26,150.00 8/6/98 $209,200.00 8525933 484 Sierra Heights Court 01 180 1 $261,500.00 31 Thousand Oaks 91320 7 9.775 90 $26,150.00 9/1/13 2 787 2669526 Kilburn NV 181 14 $20,000.00 8/4/98 $114,830.00 8578 Turtle Creek CT 02 180 1 $135,000.00 41 8526600 Reno 89506 6 10.775 100 $20,000.00 9/1/13 2 732 2669527 Whitney CA 182 14 $30,000.00 7/30/98 $160,000.00 8526626 1013 Linden AVE 02 180 1 $200,000.00 27 95 Fairfield 94533 6 11.525 $30,000.00 9/1/13 2 686 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2669532 Moore CO 180 14 $25,000.00 8/4/98 $61,745.00 8526519 97 Rose DR 02 179 1 $90,000.00 38 Colorado Springs 80911 6 97 $24,935.56 2 753 9.275 8/1/13 2669534 Rickett CO 181 14 $31,000.00 8/4/98 $116,250.00 8526097 3816 Blair DR 02 180 1 $155,000.00 45 Whitewater 81527 6 10.275 95 $31,000.00 9/1/13 2 706 2669537 Morris CA 182 14 $40,000.00 7/30/98 $178,736.00 8526535 1955 Yosemite ST 02 180 1 $220,000.00 42 Seaside 93955 6 10.525 100 $40,000.00 9/1/13 2 724 2669538 Emmett CA 181 04 $64,400.00 8/6/98 $257,600.00 8532897 617 S Broadway 4 01 180 1 $322,000.00 36 Redondo Beach 90277 6 11.65 100 $64,400.00 9/1/13 2 693 2669539 Lee CT 181 14 $75,000.00 8/5/98 $235,164.00 8528705 186 Pawson Park RD 02 180 1 $335,000.00 24 Branford 06405 7 11.025 93 $75,000.00 9/1/13 2 756 2669542 Hoklotubbe CA 181 14 $37,800.00 7/27/98 $302,400.00 8533119 33832 Vista Grande 01 179 1 $378,000.00 41 Dana Point 92629 7 90 $37,783.03 8/1/13 2 734 9.93 2669551 Pino CA 181 14 $20,000.00 7/8/98 $135,061.00 02 8533051 5468 Plantain Circle 179 1 $175,000.00 22 Orangevale 95662 6 10.7 89 $19,949.76 8/1/13 2 735 2669555 Hill-williams MD 181 14 $19,450.00 2/24/98 $162,350.00 8540015 8807 Gladeside Drive 01 174 1 $197,000.00 46 Clinton 20735 7 13.75 93 $19,426.86 3/1/13 2 649 2669558 Albano CA 181 14 $10,000.00 7/14/98 $148,000.00 8525842 1414 Tuliptree Road 01 179 1 $185,000.00 31 Santa Rosa 95403 6 9.8 86 $9,975.43 8/1/13 2 736 2669573 Depalma CA 181 14 $73,500.00 7/22/98 $392,000.00 8533127 808 Grosvenor Place 01 179 1 $490,000.00 30 Oakland 94601 7 10.05 95 $73,500.00 8/1/13 2 768 2669595 Delgado CA 181 14 $10,000.00 7/22/98 $199,900.00 8533135 13425 White Sand Drive 01 179 1 $249,900.00 27 Tustin 92780 7 10 84 $10,000.00 8/1/13 2 777 2669616 Orejel CA 181 14 $16,500.00 7/10/98 $60,000.00 1421 West Harding Way 01 179 1 $85,000.00 36 8534869 Stockton 95203 6 11.5 90 $16,153.55 8/1/13 2 664 2669754 Humphrey CA 181 04 $33,400.00 7/23/98 $267,600.00 8540684 240 South Broadway 01 179 1 $334,500.00 35 90 Redondo Beach 90277 6 10.875 $33,003.59 8/1/13 2 737 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2669763 Mines CA 181 15 $43,000.00 7/24/98 $227,000.00 8539744 24 Hilarita Avenue 01 179 1 $608,000.00 42 Mill Valley 94941 6 45 $42,781.94 2 722 9.5 8/1/13 2669827 Martinez CA 181 14 $34,000.00 7/22/98 $223,000.00 8526584 3646 Norwood Avenue 01 179 1 $346,000.00 27 San Jose 95148 7 9.75 75 $33,984.14 8/1/13 2 713 2669848 Vildibill CA 181 09 $37,500.00 7/24/98 $300,000.00 8526675 11708 Petenwell Road 01 179 1 $375,000.00 45 San Diego 92131 6 9.55 90 $37,405.72 8/1/13 2 748 2669851 Sharp CA 181 14 $15,000.00 7/23/98 $220,000.00 8533143 18015 Mirasol Drive 01 179 1 $275,000.00 27 San Diego 92128 7 10 86 $14,984.41 8/1/13 2 735 2669860 Mellinger CA 181 09 $40,614.00 7/29/98 $324,800.00 8528051 4701 Freno Way 01 179 1 $406,148.00 39 El Dorado 95762 6 9.55 90 $40,311.89 8/1/13 2 729 2669862 Lindsey CA 181 14 $31,150.00 7/9/98 $249,200.00 8533150 5217 Running Bear Drive 01 179 1 $311,500.00 43 San Jose 95136 7 90 $31,150.00 8/1/13 2 786 9.55 2669872 Jensen WA 181 04 $28,500.00 8/5/98 $96,500.00 02 8531212 2660 118th Avenue 180 1 $125,000.00 38 Bellevue 98005 7 12.275 100 $28,500.00 9/1/13 2 680 2669873 Yamamoto CA 181 14 $87,000.00 8/5/98 $203,000.00 8527350 3668 Shenandoah CT 02 180 1 $290,000.00 42 Pleasanton 94588 7 10.9 100 $87,000.00 9/1/13 2 725 2669874 Cameron NM 121 14 $22,650.00 8/6/98 $155,000.00 8527426 4328 Rancho Grande Place 02 120 1 $187,000.00 34 Albuquerque 87120 5 10.725 95 $22,543.94 9/1/08 2 683 2669875 Melville CA 181 14 $35,250.00 8/5/98 $188,000.00 8527731 4358 Blenheim WAY 01 180 1 $235,000.00 45 Concord 94521 7 12.65 95 $35,250.00 9/1/13 2 653 2669876 Jones TX 181 09 $23,798.00 8/10/98 $95,192.00 8527491 10335 Granite Stone 01 180 1 $118,990.00 29 San Antonio 78250 6 9.99 100 $23,798.00 9/1/13 2 761 2669877 Ragsdale TX 181 14 $24,400.00 8/11/98 $97,600.00 4059 Hwy 50 01 180 1 $122,000.00 45 8527749 Campbell 75422 6 9.99 100 $24,400.00 9/1/13 2 713 2669878 Liening WA 182 14 $16,000.00 7/31/98 $134,000.00 8527079 6304 185th Place SouthWest 02 180 1 $167,500.00 38 90 Lynnwood 98037 7 11.025 $16,000.00 9/1/13 2 683 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2669880 Van Dyke CA 181 14 $30,000.00 7/28/98 $120,000.00 8527178 3409 G ST 02 179 1 $150,000.00 42 Antioch 94509 6 100 $29,903.12 2 704 10.525 8/1/13 2669883 Bagley IN 181 14 $16,800.00 8/6/98 $41,100.00 8527293 131 S Charles ST 02 180 1 $61,000.00 46 Mishawaka 46544 6 12.275 95 $16,800.00 9/1/13 2 666 2669884 Borden OR 181 14 $17,500.00 8/4/98 $86,050.00 8527327 1190 Elm ST 02 180 1 $109,000.00 45 Junction City 97448 7 11.775 95 $17,500.00 9/1/13 2 671 2669885 Basterrechea CA 181 14 $100,000.00 8/4/98 $356,250.00 8527053 5230 Avenida De Despacio 02 180 1 $485,000.00 52 Yorba Linda 92887 7 11.525 95 $100,000.00 9/1/13 2 706 2669886 Wagner CA 181 14 $32,250.00 8/5/98 $172,000.00 8527103 24410 East Top Court 02 180 1 $215,000.00 39 Diamond Bar 91765 6 9.775 95 $32,250.00 9/1/13 2 779 2669891 Abraham CA 181 14 $26,200.00 7/30/98 $104,800.00 8526964 6206 S Rimpau BLVD 01 179 1 $131,000.00 45 Los Angeles 90043 6 100 $26,143.18 8/1/13 2 682 11.15 2669895 Noorani CA 181 09 $84,000.00 8/3/98 $196,000.00 01 8526899 13738 Christian Barrett 180 1 $280,000.00 37 Moorpark 93021 6 10.65 100 $84,000.00 9/1/13 2 761 2669909 Perrry ID 180 14 $23,500.00 8/14/98 $133,082.00 8538415 7425 East Rimrock Drive 02 179 1 $197,000.00 33 Idaho Falls 83401 6 10 80 $23,443.30 8/18/13 2 749 2669937 Hall CA 181 04 $29,200.00 7/22/98 $146,250.00 8529059 955 Corbett Avenue 01 179 1 $195,000.00 37 San Francisco 94131 7 10.5 90 $29,200.00 8/1/13 2 692 2669963 Anderson CO 181 14 $29,500.00 7/27/98 $100,716.00 8538845 732 Westward Lane 01 179 1 $132,000.00 43 Palmer Lake 80133 7 13.25 99 $29,500.00 8/1/13 2 681 2669967 Gerald GA 181 09 $31,350.00 8/14/98 $225,150.00 8535080 3937 Blustery Way 01 180 1 $285,000.00 32 Marietta 30066 6 9.625 90 $31,350.00 9/1/13 2 711 2669995 Panoringan CA 181 14 $60,000.00 7/28/98 $203,000.00 32112 Trefry Court 01 179 1 $295,000.00 47 8529398 Union City 94587 7 11 90 $59,978.60 8/1/13 2 703 2670050 Garrett PA 180 14 $16,600.00 8/4/98 $132,800.00 8538613 16 Pelham Drive 01 179 1 $165,000.00 41 91 New Garden 19350 6 10.6 $16,523.87 8/4/13 2 707 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2670051 Savarese NJ 180 04 $30,000.00 7/31/98 $0.00 8528218 14 Springbrook Drive 01 178 1 $182,000.00 21 Annandale 08801 6 17 $29,924.92 1 803 9.6 7/31/13 2670052 Urscheler NJ 180 04 $25,000.00 8/3/98 $159,872.00 8528176 514 Chase Court 02 179 1 $200,000.00 44 Edgewater 07020 6 10.3 93 $24,941.32 8/7/13 2 726 2670133 Baram NY 180 14 $41,500.00 7/24/98 $332,000.00 8532301 7 Ada Lane 01 178 1 $415,000.00 45 East Setauket 11733 7 10 90 $41,481.63 7/24/13 2 776 2670146 Fry CA 181 04 $69,600.00 7/15/98 $162,400.00 8528184 3625 Crow Canyon Road 01 179 1 $232,000.00 44 San Ramon 94583 7 11.14 100 $69,575.93 8/1/13 2 746 2670192 Maiero CA 182 14 $36,000.00 7/24/98 $288,050.00 8528820 660 Kearney Street 01 180 1 $360,139.00 38 Benicia 94510 6 9.55 90 $35,909.49 9/1/13 2 743 2670208 Tran CA 181 RFC01 $29,100.00 7/16/98 $145,500.00 8528481 3496 Sugarcreek Drive 01 179 1 $194,000.00 16 San Jose 95121 6 90 $29,100.00 8/1/13 2 775 9.55 2670236 Steinberg CA 181 14 $44,850.00 8/5/98 $239,200.00 01 8538795 525 North Gardner Street 180 1 $299,000.00 39 Los Angeles 90036 7 10.675 95 $44,850.00 9/1/13 2 707 2670267 Ryan CA 181 09 $10,000.00 7/27/98 $148,000.00 8529497 16339 Bassett Court 01 179 1 $185,000.00 26 Ramona 92065 6 9.8 86 $10,000.00 8/1/13 2 778 2670324 Lumpkin MD 181 09 $31,350.00 5/29/98 $167,200.00 8539926 18202 Bivens Place 01 177 1 $209,000.00 48 Accokeek 20607 7 10.8 95 $30,912.84 6/1/13 2 788 2670362 Sands CA 181 14 $45,000.00 7/30/98 $227,150.00 8532962 1260 North Michigan Avenue 02 179 1 $325,000.00 49 Pasadena 91104 7 10.55 84 $44,822.76 8/1/13 2 701 2670495 Craney MD 181 14 $18,500.00 3/26/98 $296,000.00 8539769 5800 Federal Court 01 175 1 $370,000.00 47 Marlboro 20772 7 11.2 85 $18,353.39 4/1/13 2 665 2670530 Castilla CA 181 04 $32,700.00 8/11/98 $261,600.00 10213 Nile DR 01 180 1 $327,000.00 40 8531048 Cupertino 95014 7 9.9 90 $32,700.00 9/1/13 2 739 2670531 Dickinson WA 181 14 $42,500.00 8/4/98 $94,500.00 8529950 32816 26th Place SouthWest 02 180 1 $138,000.00 23 100 Federal Way 98023 6 10.275 $42,500.00 9/1/13 2 784 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2670532 Rangel CA 181 14 $33,000.00 8/4/98 $132,000.00 8529976 2424 Temperate AVE 01 180 1 $165,000.00 43 Modesto 95350 7 100 $33,000.00 2 683 11.275 9/1/13 2670535 Crummitt MD 121 14 $10,000.00 8/13/98 $94,900.00 8530008 2439 Kaetzel RD 01 120 1 $134,900.00 28 Knoxville 21758 5 9.475 78 $10,000.00 9/1/08 2 659 2670536 Sarmiento CA 181 14 $35,900.00 8/7/98 $287,200.00 8530016 6635 Montaire PL 01 180 1 $359,000.00 44 La Palma 90623 6 10.4 90 $35,900.00 9/1/13 2 684 2670539 Smith CA 181 14 $96,500.00 8/5/98 $150,453.00 8530271 15226 Century Oak RD 02 180 1 $260,000.00 27 Salinas 93907 6 12.525 95 $96,500.00 9/1/13 2 669 2670540 Richmond AL 181 14 $10,200.00 8/13/98 $40,800.00 8529968 315 Dexter AVE 01 180 1 $51,000.00 34 Mobile 36604 6 9.4 100 $10,200.00 9/1/13 2 763 2670541 Parish CA 181 04 $41,000.00 8/10/98 $164,000.00 8535247 19949 Terri Drive 01 180 1 $205,000.00 41 Santa Clarita 91351 6 100 $40,904.65 9/1/13 2 751 10.4 2670543 Whittemore CA 181 14 $66,000.00 8/3/98 $74,838.00 02 8529885 36799 Avenue 15 180 1 $143,000.00 43 Madera 93638 6 11.525 99 $66,000.00 9/1/13 2 734 2670547 Sawczak FL 181 09 $32,950.00 8/13/98 $175,900.00 8529802 7205 Chesapeake CIR 01 180 1 $219,879.00 37 Boynton Beach 33462 6 10.65 95 $32,950.00 9/1/13 2 711 2670548 Beeson CA 181 RFC01 $100,000.00 8/10/98 $238,950.00 8529828 5233 Armani CT 01 180 1 $338,950.00 41 Pleasanton 94588 7 10.9 100 $100,000.00 9/1/13 2 713 2670551 Conca CA 181 14 $20,850.00 8/7/98 $104,250.00 8529752 4287 Sly Park RD 01 180 1 $139,000.00 39 Pollock Pines 95726 7 10.4 90 $20,850.00 9/1/13 2 776 2670552 Jan CA 181 04 $36,800.00 8/11/98 $147,300.00 8535213 1690 Millpark LN 176 01 180 1 $184,165.00 42 Simi Valley 93065 6 10.4 100 $36,800.00 9/1/13 2 692 2670553 Rodigo CA 181 14 $24,000.00 8/4/98 $128,300.00 6404 Rampart DR 02 180 1 $161,000.00 46 8529786 Carmichael 95608 6 11.025 95 $24,000.00 9/1/13 2 737 2670557 Padilla VA 180 16 $26,450.00 8/7/98 $211,600.00 8534109 417 Commonwealth Avenue 01 179 1 $264,500.00 44 90 Alexandria 22301 7 11.5 $26,450.00 8/7/13 2 670 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2670572 Fasano VA 181 RFC01 $21,450.00 4/27/98 $171,600.00 8539678 1218 Michigan Court 01 176 1 $214,500.00 31 Alexandria 22314 7 90 $21,400.95 2 758 9.925 5/1/13 2670581 Yost MD 181 14 $50,000.00 6/26/98 $268,400.00 8539835 24300 Kakae Drive 01 178 1 $335,500.00 42 Damacus 20872 7 12.3 95 $49,973.08 7/1/13 2 672 2670582 Wolfe MD 181 09 $24,000.00 6/30/98 $128,000.00 8539868 197 South Ocean Drive 02 178 1 $160,000.00 35 Ocean City 21842 7 10.8 95 $23,972.92 7/1/13 2 676 2670644 Jangro MA 181 14 $49,050.00 7/30/98 $261,600.00 8530040 269 Still River Road 01 179 1 $327,000.00 44 Bolton 01740 7 10.25 95 $49,029.43 8/1/13 2 766 2670655 Ridgeway VA 181 14 $39,750.00 7/31/98 $212,000.00 8530099 4605 North 20th Street 01 179 1 $265,000.00 35 Arlington 22207 7 10.375 95 $39,733.77 8/1/13 2 714 2670657 Conner VA 181 09 $40,900.00 6/26/98 $246,400.00 8539652 46911 Bushwood Court 01 178 1 $308,000.00 41 Sterling 20164 7 94 $40,869.88 7/1/13 2 686 10.875 2670668 Wood MD 181 14 $48,000.00 6/30/98 $256,000.00 01 8540304 5101 Lupine Street 178 1 $320,000.00 40 Rockville 20853 7 10.5 95 $47,966.43 7/1/13 2 689 2670895 Aguilo CA 181 14 $29,200.00 7/9/98 $151,000.00 8531394 6802 Bullock Drive 01 179 1 $195,000.00 28 San Diego 92114 6 10.3 93 $29,200.00 8/1/13 2 719 2670899 Bhusari CA 181 14 $70,050.00 7/24/98 $560,600.00 8543225 2714 Scenic Meadow Court 01 179 1 $700,777.00 39 San Jose 95035 6 9.75 90 $69,877.07 8/1/13 2 769 2670900 Sunseri CA 181 14 $41,400.00 7/24/98 $220,800.00 8542094 5862 Southwind Drive 01 179 1 $276,000.00 39 San Jose 95138 7 10.375 95 $41,383.10 8/1/13 2 725 2670908 Tolchinsky CA 181 14 $23,400.00 7/27/98 $276,000.00 8539074 4455 Longridge Avenue 01 179 1 $345,000.00 15 Sherman Oaks 91423 6 10.275 87 $23,344.95 8/1/13 2 703 2670910 Fuhrer VA 181 14 $43,350.00 7/23/98 $231,200.00 9616 Podium Drive 01 179 1 $289,000.00 31 8531295 Vienna 22182 7 9.75 95 $43,329.78 8/1/13 2 725 2670984 Geruso VA 181 09 $16,350.00 7/31/98 $87,200.00 8531253 20 Marian Court 01 179 1 $109,000.00 36 95 Sterling 20165 6 9.75 $16,309.63 8/1/13 2 749 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2670987 Beal VA 181 04 $13,250.00 7/24/98 $70,800.00 8531329 2505 Glengyle Drive 01 179 1 $88,500.00 30 Vienna 22181 6 95 $13,214.18 2 765 8.75 8/1/13 2670989 Gill VA 181 14 $40,200.00 7/14/98 $214,400.00 8531311 6915 Southridge Drive 01 179 1 $268,000.00 36 McLean 22102 6 8.875 95 $40,092.56 8/1/13 2 756 2670991 Sharpe CA 181 16 $25,000.00 7/28/98 $261,000.00 8531287 1559 33rd Avenue 02 179 1 $395,000.00 38 San Francisco 94122 7 10.1 73 $24,989.17 8/1/13 2 709 2670992 Quaschnick CA 181 14 $17,600.00 8/5/98 $282,400.00 8532871 5881 West 76th Street 01 180 1 $353,000.00 26 Los Angeles 90045 7 10.675 85 $17,600.00 9/1/13 2 792 2670994 Nelson VA 181 14 $26,200.00 7/29/98 $139,900.00 8531337 9804 Dublin Drive 01 179 1 $174,900.00 27 Manassas 20109 7 9.75 95 $26,187.78 8/1/13 2 676 2671001 Abramovich CO 181 14 $14,800.00 7/29/98 $79,200.00 8531378 397 South Logan Street 01 179 1 $99,000.00 35 Denver 80209 6 95 $14,763.46 8/1/13 2 751 9.75 2671004 Moran VA 181 16 $26,250.00 7/21/98 $140,000.00 01 8531402 17316 Pacific Rim Terrace 179 1 $175,000.00 26 Dumfries 22026 7 9.5 95 $26,237.09 8/1/13 2 667 2671006 Self CA 181 14 $24,000.00 7/22/98 $128,000.00 8531477 1709 Chelsea Way 01 179 1 $160,000.00 36 Roseville 95661 7 10.375 95 $23,990.20 8/1/13 2 701 2671013 Hanes MD 181 14 $21,700.00 8/14/98 $173,600.00 8532640 16523 Grande Vista DR 01 180 1 $217,000.00 40 Rockville 20855 6 9.025 90 $21,700.00 9/1/13 2 755 2671015 Petrella MD 181 14 $47,000.00 8/14/98 $188,000.00 8532707 4700 Holly Ridge RD 01 180 1 $235,000.00 31 Rockville 20853 7 10.65 100 $47,000.00 9/1/13 2 782 2671016 Fauske MT 181 14 $15,000.00 8/10/98 $120,000.00 8532715 1246 S Burnt Fork RD 02 180 1 $150,000.00 45 Stevensville 59870 6 12.275 90 $15,000.00 9/1/13 2 624 2671017 Eiberger KS 181 09 $39,550.00 8/14/98 $87,950.00 2629 Beacon Hill CT 01 180 1 $127,500.00 41 8532814 Wichita 67220 7 10.9 100 $39,550.00 9/1/13 2 750 2671018 Fish CA 181 04 $40,000.00 8/10/98 $117,000.00 8532798 13345 Sutter Mill RD 02 180 1 $157,000.00 43 100 Poway 92064 6 10.525 $40,000.00 9/1/13 2 741 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671019 Smith CA 181 09 $48,400.00 8/7/98 $258,400.00 8532590 8138 Phaeton DR 01 180 1 $323,000.00 40 Oakland 94605 7 95 $48,400.00 2 724 10.15 9/1/13 2671020 Baron VA 181 14 $89,050.00 8/14/98 $202,900.00 8532608 5815 Colchester RD 01 180 1 $292,000.00 42 Fairfax 22030 7 10.9 100 $89,050.00 9/1/13 2 684 2671021 Dineen CA 181 RFC01 $49,900.00 8/11/98 $399,600.00 8532624 1479 Bullion CT 01 180 1 $499,500.00 43 San Jose 95120 6 9.63 90 $49,900.00 9/1/13 2 719 2671023 Landrum TN 181 14 $11,700.00 8/10/98 $62,400.00 8532525 109 26th ST 02 180 1 $78,000.00 26 Old Hickory 37138 6 11.9 95 $11,700.00 9/1/13 2 657 2671025 Bradley FL 181 14 $25,000.00 8/14/98 $135,200.00 8532533 2001 Cheryl Court South 01 180 1 $169,000.00 44 Kissimmee 34743 7 11.175 95 $25,000.00 9/1/13 2 652 2671029 Shelton WA 181 14 $43,550.00 8/5/98 $231,000.00 8532459 18012 W 73rd AVE 02 180 1 $289,000.00 42 Edmonds 98026 6 95 $43,550.00 9/1/13 2 654 12.775 2671030 Heiser VA 181 14 $100,000.00 8/14/98 $544,000.00 01 8532475 39902 Thomas Mill RD 180 1 $680,000.00 40 Leesburg 20175 7 10.4 95 $100,000.00 9/1/13 2 686 2671031 Ingersoll CA 181 09 $46,700.00 8/4/98 $373,700.00 8532483 28461 Camino Dimora 01 180 1 $467,165.00 40 San Juan 92675 6 9.4 90 $46,700.00 9/1/13 2 742 2671032 Griffore MI 181 14 $10,000.00 8/10/98 $97,000.00 8532335 1604 Nightingale 02 180 1 $133,000.00 24 Dearborn 48128 6 9.275 81 $10,000.00 9/1/13 2 750 2671033 Tamburr NJ 181 14 $56,000.00 8/10/98 $171,675.00 8532343 20 Grace PL 1 02 180 1 $232,000.00 48 Piscataway 08854 6 11.4 99 $56,000.00 9/1/13 2 687 2671035 Aguilera TX 181 14 $33,990.00 7/22/98 $135,950.00 8532376 8409 Delavan AVE 01 179 1 $169,950.00 48 Austin 78717 6 9.99 100 $33,907.92 8/1/13 2 727 2671036 Gutierrez CA 181 14 $47,000.00 8/4/98 $176,250.00 2528 Brenford DR 02 180 1 $235,000.00 44 8532400 San Jose 95122 6 12.9 95 $47,000.00 9/1/13 2 661 2671037 Armeo VA 181 09 $31,300.00 7/23/98 $250,400.00 8532228 11687 Bennington Woods 01 179 1 $313,000.00 44 90 Reston 22094 7 9.15 $31,283.43 8/1/13 2 744 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671039 Edwards WA 181 14 $22,750.00 8/5/98 $100,650.00 8532277 3805 NorthEast 143rd 02 180 1 $130,000.00 39 Vancouver 98682 7 95 $22,750.00 2 683 10.775 9/1/13 2671040 Rice NV 181 09 $21,650.00 8/10/98 $173,400.00 8532285 1834 Bougainvillea DR 01 180 1 $216,830.00 30 Minden 89423 6 10.65 90 $21,650.00 9/1/13 2 781 2671041 Broussard CT 181 14 $47,700.00 7/27/98 $190,800.00 8532319 4 Deane CT 01 179 1 $238,500.00 44 Norwalk 06853 7 10.9 100 $47,682.62 8/1/13 2 718 2671042 Pell IL 181 RFC01 $15,000.00 7/20/98 $130,010.00 8532178 18611 W Sterling CT 02 179 1 $146,000.00 37 Grayslake 60030 7 12.875 100 $14,996.47 8/1/13 2 676 2671043 Rice CA 181 14 $41,500.00 8/4/98 $332,000.00 8532186 407 Woodrow AVE 01 180 1 $415,000.00 45 Santa Cruz 95060 6 9.9 90 $41,500.00 9/1/13 2 777 2671045 Ullman VA 181 09 $33,150.00 7/29/98 $177,000.00 8531519 12331 Sherborne Street 01 179 1 $221,306.00 47 Bristow 20136 7 95 $33,134.12 8/1/13 2 713 9.625 2671046 Arena VA 181 09 $30,000.00 7/16/98 $160,000.00 01 8531493 3008 Breezy Knoll Court 179 1 $200,000.00 43 Herndon 20171 7 8.625 95 $29,982.29 8/1/13 2 776 2671047 Hanley VA 181 09 $38,550.00 7/24/98 $205,600.00 8531535 6372 Cavalier Corridor 01 179 1 $257,000.00 37 Falls Church 22044 7 8.875 95 $37,132.36 8/1/13 2 793 2671052 Theimer VA 181 RFC01 $32,000.00 7/11/98 $130,000.00 8531568 3212 Aquia Drive 02 179 1 $164,000.00 37 Stafford 22554 6 10.75 99 $31,927.97 8/1/13 2 700 2671055 Arcenas MD 181 04 $21,000.00 7/17/98 $168,000.00 8534349 4550 Park Avenue North 01 179 1 $210,000.00 20 Chevy Chase 20815 7 8.25 90 $20,986.61 8/1/13 2 743 2671071 Formica MD 181 14 $27,600.00 7/28/98 $147,200.00 8531949 713 Hillsboro Drive 01 179 1 $184,000.00 33 Silver Spring 20902 7 9.375 95 $27,586.07 8/1/13 2 728 2671075 Kacvinsky VA 181 09 $44,500.00 7/29/98 $378,250.00 1096 Safa Street 01 179 1 $445,000.00 39 8532061 Herndon 20170 7 9 95 $44,475.69 8/1/13 2 721 2671076 Banda CA 181 14 $20,300.00 8/10/98 $162,400.00 8540171 934 West 6th Street 01 180 1 $203,000.00 25 90 Los Angeles 90731 7 10.125 $20,300.00 9/1/13 2 739 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671077 Smith VA 181 RFC01 $19,950.00 7/24/98 $106,400.00 8532038 43790 Laburnum Square 01 179 1 $133,000.00 25 Ashburn 20147 7 95 $19,939.38 2 778 9.125 8/1/13 2671080 Wiser VA 181 09 $68,400.00 7/31/98 $205,300.00 8532087 43381 Hyland Hills Street 01 179 1 $273,750.00 31 South Riding 20152 6 9.125 100 $68,221.27 8/1/13 2 729 2671082 Schroerlucke VA 181 09 $44,550.00 7/27/98 $237,650.00 8532111 13038 Champlain Drive 01 179 1 $299,000.00 43 Manassas 20112 7 10.625 95 $44,532.76 8/1/13 2 667 2671088 Griffin NV 181 14 $19,300.00 8/3/98 $78,300.00 8541971 181 East Chevron Street 02 180 1 $104,000.00 50 Pahrump 89048 6 10.85 94 $19,300.00 9/1/13 2 783 2671095 Thompson MD 181 09 $92,750.00 7/20/98 $278,250.00 8532160 14825 Carona Drive 01 179 1 $371,000.00 42 Silver Spring 20905 6 9.875 100 $92,523.64 8/1/13 2 769 2671112 Truong CA 181 14 $34,200.00 7/17/98 $273,600.00 8532384 12 Mayflower 01 179 1 $342,000.00 32 Irvine 92620 6 90 $34,200.00 8/1/13 2 738 9.675 2671113 Moery VA 181 14 $43,050.00 7/23/98 $229,600.00 01 8532392 7868 Midday Lane 179 1 $287,000.00 24 Alexandria 22306 7 8.625 95 $42,998.98 8/1/13 2 772 2671118 Bashista VA 181 RFC01 $23,500.00 7/24/98 $133,600.00 8532467 6712 Sunset Woods Court 01 179 1 $167,000.00 29 Burke 22015 7 9.75 95 $23,489.04 8/1/13 2 743 2671119 Muir AL 121 14 $15,800.00 8/7/98 $174,312.00 8538373 162 Gilliam Road 02 120 1 $200,000.00 44 Gurley 35748 5 10.6 96 $15,800.00 9/1/08 2 709 2671120 Viswanathan CA 181 14 $39,200.00 6/15/98 $227,150.00 8542417 2894 Bouveron Court 01 178 1 $296,000.00 39 San Jose 95148 7 9.375 90 $39,180.20 7/1/13 2 734 2671121 Dillman MD 181 09 $35,900.00 7/24/98 $191,700.00 8532939 13710 Monarch Vista Drive 01 179 1 $239,625.00 34 Germantown 20874 6 9.75 95 $35,811.38 8/1/13 2 770 2671122 Long CA 181 14 $57,600.00 7/24/98 $307,200.00 14281 Spring Vista Lane 01 179 1 $385,000.00 34 8534216 Chino Hills 91709 6 10.675 95 $57,600.00 8/1/13 2 719 2671125 Saunders VA 181 14 $32,700.00 7/24/98 $174,400.00 8532632 501 South Carlin Springs 01 179 1 $218,000.00 34 95 Arlington 22204 7 11.75 $32,690.11 8/1/13 2 642 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671127 Ray VA 181 09 $143,600.00 7/27/98 $431,000.00 8532731 8415 Cardinal Rose Court 01 179 1 $574,750.00 43 Fairfax Station 22039 7 100 $143,529.36 2 747 9.5 8/1/13 2671130 Knoll CA 181 14 $46,900.00 7/22/98 $250,000.00 8532905 1 Wanda Way 01 179 1 $313,000.00 41 Martinez 94553 7 10.75 95 $46,882.35 8/1/13 2 745 2671145 Perez-balladares VA 181 14 $33,500.00 6/12/98 $268,000.00 8533234 1862 Kirby Road 01 178 1 $335,000.00 45 McLean 22101 7 9.25 90 $33,447.49 7/1/13 2 707 2671160 Powlette VA 181 04 $22,650.00 7/23/98 $120,800.00 8533218 4670B South 36th Street 01 179 1 $151,000.00 32 Arlington 22206 7 8.875 95 $22,637.31 8/1/13 2 777 2671161 Trejo CA 181 09 $44,000.00 7/24/98 $352,000.00 8533176 12123 Salix Way 01 179 1 $440,000.00 34 San Diego 92129 6 10.05 90 $43,882.17 8/1/13 2 753 2671170 Wong CA 181 14 $36,900.00 7/24/98 $295,200.00 8533267 254 Prospect Avenue 01 179 1 $369,000.00 41 San Francisco 94110 6 90 $36,809.32 8/1/13 2 787 9.8 2671172 Weesner MD 181 14 $25,000.00 6/26/98 $177,410.00 01 8542425 3705 Jones Bridge Road 178 1 $224,900.00 33 Chevy Chase 20815 7 8.875 90 $24,787.06 7/1/13 2 780 2671202 Emig CA 181 09 $34,750.00 7/28/98 $278,000.00 8533283 7975 Camino Gato 01 179 1 $347,500.00 32 Carlsbad 92009 7 9.875 90 $34,718.29 8/1/13 2 727 2671212 Williams VA 181 04 $30,750.00 7/16/98 $164,000.00 8534356 1276 North Wayne Street 01 179 1 $205,000.00 24 Arlington 22201 7 9.75 95 $30,735.65 8/1/13 2 767 2671214 Strelow CA 181 14 $43,200.00 6/1/98 $346,100.00 8542433 801 Congo Street 01 178 1 $433,000.00 44 San Francisco 94131 7 9.375 90 $43,178.18 7/1/13 2 716 2671280 Garcia CA 181 09 $25,000.00 7/22/98 $220,800.00 8540874 4412 Smoke Tree Court 01 179 1 $276,000.00 34 Concord 94521 7 12.75 90 $25,000.00 8/1/13 2 636 2671281 Stroscio MD 181 14 $29,500.00 6/26/98 $250,750.00 13097 Murdock Mountain 01 178 1 $295,000.00 28 8542441 Myersville 21773 7 9.875 95 $29,354.59 7/1/13 2 766 2671285 Sparks MD 181 14 $47,500.00 6/29/98 $253,600.00 8542458 455 Upshire Circle 01 178 1 $317,000.00 45 95 Gaithersburg 20878 7 10.375 $47,480.61 7/1/13 2 753 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671288 Phillips VA 181 09 $74,650.00 7/29/98 $255,336.00 8533820 13425 Fifth Corps Lane 02 179 1 $330,000.00 42 Fredericksburg 22407 7 100 $74,621.90 2 686 10.75 8/1/13 2671293 Shuster VA 181 16 $21,100.00 6/19/98 $179,775.00 8542466 109 Commonwealth Avenue 01 178 1 $211,500.00 41 Alexandria 22301 7 9.875 95 $21,073.64 7/1/13 2 730 2671299 Choy CA 181 14 $13,300.00 7/22/98 $214,000.00 8533929 1439 Folkstone Avenue 01 179 1 $267,500.00 47 Hacienda Heights 91745 6 9.8 85 $13,300.00 8/1/13 2 747 2671302 Underwald MD 181 14 $37,800.00 7/15/98 $201,600.00 8533978 1409 Stratton Drive 01 179 1 $252,000.00 41 Potomac 20854 6 9.75 95 $37,706.69 8/1/13 2 776 2671306 Conklin CA 181 04 $17,355.00 8/6/98 $92,560.00 8534646 6 - A Bent Tree Court 01 180 1 $115,700.00 44 Watsonville 95076 7 10.75 95 $17,355.00 9/1/13 2 691 2671312 Nelson DC 181 16 $76,650.00 7/30/98 $408,800.00 8533960 1317 21st Street NorthWest 01 179 1 $511,000.00 43 Washington 20036 7 95 $76,614.24 8/1/13 2 765 9.75 2671313 Gordon VA 181 14 $33,750.00 7/24/98 $179,900.00 01 8537110 3813 Stuart Court 179 1 $224,900.00 24 Annandale 22003 7 9.125 95 $33,732.04 8/1/13 2 730 2671320 Berman VA 181 14 $34,850.00 7/15/98 $185,950.00 8534091 5405 Atlee Place 01 179 1 $232,500.00 39 Springfield 22151 7 9.75 95 $34,833.74 8/1/13 2 743 2671321 Fiengold CA 181 14 $49,600.00 8/13/98 $266,400.00 8540163 6010 Calvin Avenue 01 180 1 $333,000.00 43 Los Angeles 91356 7 10.675 95 $49,600.00 9/1/13 2 690 2671327 Toulan VA 181 14 $41,200.00 6/23/98 $220,000.00 8542482 26005 Talamore Drive 01 178 1 $275,000.00 35 South Riding 20152 7 10.375 95 $41,166.21 7/1/13 2 682 2671329 Mcginnis VA 181 14 $15,000.00 8/7/98 $77,591.00 8537284 220 Lakeridge DR 02 180 1 $105,000.00 32 Stephens City 22601 6 9.775 89 $15,000.00 9/1/13 2 696 2671330 Robinson CA 181 14 $41,250.00 8/6/98 $220,000.00 5014 Page Mill DR 02 180 1 $275,000.00 45 8537334 San Jose 95111 7 12.15 95 $41,250.00 9/1/13 2 673 2671331 Quin WA 181 14 $44,000.00 8/7/98 $226,000.00 8537367 11220 NorthEast 59th Place 02 180 1 $300,000.00 18 90 Kirkland 98033 7 11.025 $44,000.00 9/1/13 2 656 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671334 Luna CA 181 14 $15,800.00 8/4/98 $149,111.00 8535304 1627 Voorhees CIR 02 180 1 $165,000.00 48 Saint Helena 94574 7 100 $15,800.00 2 684 10.525 9/1/13 2671336 Cron OR 181 14 $35,000.00 8/4/98 $105,000.00 8537169 225 Wedgewood DR 02 180 1 $140,000.00 35 Eugene 97404 6 10.775 100 $35,000.00 9/1/13 2 689 2671339 Short CA 181 09 $54,450.00 8/11/98 $272,250.00 8537268 840 Via Gregorio 01 180 1 $363,000.00 45 San Dimas 91773 6 10.9 90 $54,450.00 9/1/13 2 691 2671345 Empleo CA 181 14 $30,000.00 8/3/98 $187,615.00 8537144 4857 Georgia ST 02 180 1 $285,000.00 44 Vallejo 94591 6 10.025 77 $30,000.00 9/1/13 2 720 2671349 Zemede CA 181 14 $25,000.00 8/3/98 $340,000.00 8536955 5661 Crow LN 02 180 1 $470,000.00 40 San Jose 95123 6 10.525 78 $25,000.00 9/1/13 2 650 2671354 Buckley VA 181 14 $53,400.00 8/7/98 $92,531.00 8536823 4817 Westhill DR 02 180 1 $168,000.00 44 Roanoke 24018 6 87 $53,400.00 9/1/13 2 688 11.775 2671356 Stocki CA 181 09 $34,000.00 8/5/98 $188,000.00 02 8536856 1741 Chaps CT 180 1 $235,000.00 42 Simi Valley 93063 6 9.525 95 $34,000.00 9/1/13 2 770 2671359 Graben AL 181 14 $38,000.00 8/7/98 $152,000.00 8536666 3731 Broad ST 02 180 1 $190,000.00 44 Phil Campbell 35581 6 11.275 100 $38,000.00 9/1/13 2 715 2671367 Buzzy VA 181 09 $84,000.00 7/10/98 $196,000.00 8534281 13304 Green Mallard Court 01 179 1 $280,000.00 42 Centreville 20124 6 10 100 $83,797.33 8/1/13 2 782 2671372 Weber CA 181 14 $31,000.00 7/22/98 $248,000.00 8534554 13881 Claremont Street 01 179 1 $310,000.00 35 Westminster 92683 6 9.43 90 $30,921.21 8/1/13 2 762 2671379 Thomas NJ 181 14 $44,700.00 6/29/98 $223,840.00 8542490 1 Dahn Drive 01 178 1 $298,465.00 30 Sparta 07848 7 9.375 90 $44,654.68 7/1/13 2 776 2671380 Laplaca NJ 181 14 $29,700.00 8/11/98 $145,299.00 7 Colonial DR 02 180 1 $175,000.00 51 8537516 Old Bridge 08857 7 12.4 100 $29,700.00 9/1/13 2 680 2671381 Thomas AL 181 14 $30,000.00 8/11/98 $172,588.00 8537896 109 Steele ST 02 180 1 $217,900.00 33 93 Huntsville 35801 6 10.275 $30,000.00 9/1/13 2 706 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671384 Nanez TX 181 15 $19,000.00 8/17/98 $76,000.00 8538035 1020 Kampmann 01 180 1 $95,000.00 35 San Antonio 78212 6 100 $19,000.00 2 709 9.99 9/1/13 2671385 Dollar GA 181 RFC01 $26,000.00 8/17/98 $103,600.00 8537995 3689 W Bay ST 01 180 1 $130,000.00 36 Duluth 30096 7 11.15 100 $26,000.00 9/1/13 2 726 2671386 Nava CA 181 14 $48,000.00 8/11/98 $256,000.00 8537839 856 N Doheny DR 01 180 1 $320,000.00 45 West Hollywood 90069 6 9.775 95 $48,000.00 9/1/13 2 800 2671387 Delay KS 181 09 $44,000.00 8/10/98 $101,000.00 8537847 822 N Arroyo DR 02 180 1 $145,000.00 25 Olathe 66061 6 10.775 100 $44,000.00 9/1/13 2 710 2671391 Young MI 181 14 $16,250.00 8/11/98 $74,000.00 8537599 5557 Powell Highway 02 180 1 $95,000.00 49 Ionia 48846 6 11.275 95 $16,250.00 9/1/13 2 741 2671392 Stewig CA 181 04 $25,000.00 8/6/98 $133,500.00 8538910 791 N Fair Oaks AVE 6 02 180 1 $169,000.00 44 Sunnyvale 94086 7 94 $25,000.00 9/1/13 2 710 10.775 2671394 Mccarron CA 181 14 $40,000.00 8/7/98 $160,000.00 02 8537771 1827 Ceres WAY 180 1 $200,000.00 39 Sacramento 95864 6 11.025 100 $40,000.00 9/1/13 2 702 2671395 Wooten VA 181 RFC01 $23,100.00 8/12/98 $124,000.00 8537789 6116 Pond Lilly CT 02 180 1 $155,000.00 40 Burke 22015 7 10.775 95 $23,100.00 9/1/13 2 683 2671396 Boutilier MT 181 14 $32,400.00 8/11/98 $111,968.00 8537441 15 Green Ridge LN 02 180 1 $152,000.00 31 Great Falls 59405 6 12.275 95 $32,400.00 9/1/13 2 665 2671397 Lew CA 181 09 $63,000.00 8/11/98 $283,000.00 8537458 18805 E Ashley PL 02 180 1 $370,000.00 45 Rowland Heights 91748 7 11.775 94 $63,000.00 9/1/13 2 686 2671400 Saxton CA 181 14 $33,500.00 8/7/98 $268,000.00 8537565 5650 Brushton ST 02 180 1 $335,000.00 46 Los Angeles 90008 7 11.775 90 $33,500.00 9/1/13 2 678 2671403 Cartwright VA 181 RFC01 $22,000.00 8/12/98 $72,850.00 145 Birdwood CT 02 180 1 $98,000.00 20 8534844 Charlottesville 22903 6 10.275 97 $22,000.00 9/1/13 2 750 2671404 Lehman MO 181 14 $10,000.00 7/24/98 $37,400.00 8537417 3813 W Arylawn 01 179 1 $51,000.00 43 93 St. Joseph 64503 6 9.775 $9,975.37 8/1/13 2 719 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671405 Borenstein CA 181 RFC01 $37,500.00 8/4/98 $200,000.00 8537425 24335 Park PL 02 180 1 $250,000.00 45 Laguna Niguel 92677 6 95 $37,500.00 2 684 10.775 9/1/13 2671406 Davis OR 181 14 $25,000.00 8/7/98 $143,000.00 8534778 14160 SouthEast Wilkenson 02 180 1 $190,000.00 38 Milwaukie 97267 6 10.9 89 $25,000.00 9/1/13 2 649 2671407 Gibbons MI 181 14 $24,000.00 8/11/98 $96,000.00 8534786 2550 Hollister RD 02 180 1 $125,000.00 42 Ovid 48866 6 11.275 96 $24,000.00 9/1/13 2 682 2671412 Medina CA 181 14 $26,300.00 8/7/98 $120,000.00 8534752 1927 W Durness ST 02 180 1 $154,000.00 44 West Covina 91790 6 13.025 95 $26,300.00 9/1/13 2 669 2671418 Workman DC 181 16 $50,250.00 7/27/98 $268,000.00 8534414 1527 P Street NorthWest 01 179 1 $335,000.00 48 Washington 20005 7 10.75 95 $50,231.09 8/1/13 2 680 2671419 Webster III MD 181 09 $45,000.00 7/21/98 $292,000.00 8534323 2859 Abbey Manor Circle 01 179 1 $365,000.00 34 Brookeville 20833 7 93 $44,980.09 8/1/13 2 752 10 2671420 Testa CA 181 14 $28,000.00 6/24/98 $368,000.00 01 8542383 3863 Berry Court 178 1 $460,000.00 31 Los Angeles 91604 6 9.375 87 $27,928.47 7/1/13 2 771 2671424 Hibbard VA 181 04 $22,650.00 8/5/98 $120,750.00 8534398 4711 29th Street South 01 180 1 $150,950.00 49 Arlington 22206 7 9.75 95 $22,650.00 9/1/13 2 711 2671425 Warren VA 181 14 $31,500.00 7/30/98 $167,900.00 8534331 3801 Ridge Road 01 179 1 $209,900.00 25 Annandale 22003 6 8.625 95 $31,413.90 8/1/13 2 782 2671426 Stephenson DC 181 04 $70,300.00 6/19/98 $375,200.00 8542508 2527 K Street NorthWest 01 178 1 $469,000.00 28 Washington 20037 7 10.875 95 $70,274.24 7/1/13 2 776 2671430 Winstanley VA 181 09 $56,250.00 7/10/98 $300,000.00 8534315 1058 Harriman Street 01 179 1 $375,000.00 43 Great Falls 22066 7 9.75 95 $56,223.76 8/1/13 2 738 2671432 Borkert MD 181 14 $21,900.00 6/17/98 $175,900.00 18346 Dutchess Drive 01 178 1 $219,950.00 47 8542516 Olney 20832 7 9.375 90 $21,888.93 7/1/13 2 764 2671433 Zenchiel DC 181 14 $43,950.00 7/31/98 $234,400.00 8534299 3126 Birch Street 01 179 1 $293,000.00 36 95 Washington 20015 7 9.75 $43,929.49 8/1/13 2 764 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671434 Shealy VA 181 09 $33,375.00 7/29/98 $178,000.00 8534273 5409 Gladewright Drive 01 179 1 $222,500.00 34 Centreville 20120 7 95 $33,355.29 2 777 8.625 8/1/13 2671437 Steiner DC 181 RFC01 $26,600.00 6/12/98 $213,200.00 8542524 5310 Connecticut Avenue 01 178 1 $266,500.00 19 Washington 20015 7 9.375 90 $26,586.56 7/1/13 2 777 2671438 West CA 180 14 $32,700.00 6/1/98 $261,600.00 8542532 3366 Ensenada Drive 01 177 1 $327,000.00 26 San Ramon 94583 7 10.99 90 $32,676.51 6/1/13 2 770 2671442 Dholakia CA 181 09 $23,200.00 7/20/98 $185,600.00 8534927 2030 Tanforan Avenue 01 179 1 $232,000.00 26 Placentia 92870 6 8.9 90 $23,200.00 8/1/13 2 741 2671444 Smith MD 181 09 $32,000.00 6/18/98 $227,150.00 8542540 6 Paramus Court 01 178 1 $288,000.00 28 North Potomac 20878 7 9.375 90 $31,983.84 7/1/13 2 729 2671455 Spaulding VA 181 09 $87,000.00 7/24/98 $203,000.00 8534489 4639 Latrobe Place 01 179 1 $290,034.00 23 Alexandria 22311 6 100 $86,794.86 8/1/13 2 709 10.25 2671456 Lie-a-tjam CA 181 14 $19,500.00 6/17/98 $156,000.00 01 8542557 11103 Couchlight Court 178 1 $192,525.00 45 Bakersfield 93312 7 9.375 92 $19,490.14 7/1/13 2 720 2671457 Zargham MD 181 RFC01 $83,600.00 7/15/98 $250,850.00 8534679 10902 Bloomingdale Drive 01 179 1 $334,500.00 40 Rockville 20852 7 11 100 $83,570.19 8/1/13 2 693 2671461 Serra CT 181 14 $22,000.00 6/12/98 $176,000.00 8542565 7 Laurel Road 01 178 1 $220,000.00 34 Newton 06482 7 9.375 90 $21,977.71 7/1/13 2 764 2671465 Schroeder DC 181 04 $10,000.00 7/22/98 $107,350.00 8534521 1803 T Street NorthWest 01 179 1 $134,200.00 21 Washington 20009 6 9.125 88 $9,973.87 8/1/13 2 782 2671468 Ricketts MD 181 14 $16,400.00 6/19/98 $140,150.00 8542573 3602-A Green Valley Road 01 178 1 $165,000.00 32 Ijamsville 21754 7 10.375 95 $16,193.30 7/1/13 2 778 2671469 Savage VA 181 09 $35,400.00 7/30/98 $188,800.00 2516 Freetown Drive 01 179 1 $236,000.00 32 8534661 Reston 20191 7 9 95 $35,380.66 8/1/13 2 746 2671470 Bates CA 181 14 $28,500.00 6/23/98 $227,150.00 8542581 221 Pestana Avenue 01 178 1 $285,000.00 41 90 Santa Cruz 95065 7 9.375 $28,422.66 7/1/13 2 693 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671474 Rushefski CT 181 14 $18,200.00 6/8/98 $146,000.00 8542599 4 Lincoln Road 01 178 1 $182,500.00 41 Newtown 06470 7 90 $18,190.81 2 748 9.375 7/1/13 2671475 Reefe MD 181 14 $28,200.00 7/20/98 $178,400.00 8534745 9524 Bridgewater Court 01 179 1 $223,000.00 40 Frederick 21701 6 9.75 93 $28,130.39 8/1/13 2 747 2671478 Daquigan CA 181 14 $26,000.00 6/3/98 $212,500.00 8542615 2914 Fallwood Lane 01 178 1 $265,000.00 40 San Jose 95132 7 9.875 90 $25,988.18 7/1/13 2 724 2671479 Schulze CA 181 09 $40,000.00 6/10/98 $213,600.00 8542607 220 Mountaire Circle 01 178 1 $267,000.00 32 Clayton 94517 7 10.375 95 $39,983.66 7/1/13 2 780 2671480 Salama VA 181 14 $51,050.00 7/17/98 $272,500.00 8534828 4700 Montgomery Street 01 179 1 $340,625.00 28 Annandale 22003 6 8.875 95 $50,913.57 8/1/13 2 755 2671483 Knight VA 181 RFC01 $20,450.00 7/30/98 $109,200.00 8534893 6986 Village Stream Place 01 179 1 $136,513.00 42 Gainesville 20155 6 95 $20,398.36 8/1/13 2 766 9.5 2671484 Rashidi CA 181 09 $47,700.00 7/2/98 $367,500.00 01 8542623 5603 Highcrest Court 179 1 $477,000.00 42 Pleasanton 94588 7 9.375 88 $47,675.91 8/1/13 2 705 2671486 Balsara MD 181 14 $19,300.00 6/30/98 $328,300.00 8542631 6625 Rising Waves Way 01 178 1 $386,274.00 33 Colombia 21044 7 8.375 90 $19,288.00 7/1/13 2 719 2671488 Snipes DC 181 04 $34,200.00 7/30/98 $182,800.00 8534919 1520 O Street NorthWest 01 179 1 $228,610.00 26 Washington 20005 7 9.75 95 $34,184.05 8/1/13 2 738 2671492 Sponsler VA 181 RFC01 $41,700.00 7/29/98 $222,400.00 8534943 1210 Dartmouth Road 01 179 1 $278,000.00 47 Alexandria 22314 7 9.25 95 $41,678.38 8/1/13 2 773 2671708 Howes CA 181 14 $41,250.00 7/22/98 $216,000.00 8535205 2 Cragmont Court 01 179 1 $275,000.00 43 Pacifica 94044 6 11.875 94 $41,158.20 8/1/13 2 653 2671747 Barclay MD 181 14 $38,700.00 6/22/98 $206,450.00 7601 Garrison Court 01 178 1 $258,112.00 36 8542649 Severn 21144 7 10.375 95 $38,684.20 7/1/13 2 675 2671748 Bobbish MD 181 14 $30,300.00 6/30/98 $242,400.00 8542656 9404 Seven Locks Road 01 178 1 $303,000.00 21 90 Bethesda 20817 7 9.375 $30,284.70 7/1/13 2 729 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671749 Caruso NJ 181 14 $12,000.00 6/22/98 $188,000.00 8542664 58 Helen Drive 01 178 1 $235,000.00 45 Fanwood 07023 7 86 $11,993.94 2 701 9.375 7/1/13 2671750 Chapman CA 181 14 $36,000.00 6/23/98 $227,150.00 8542672 757 Shary Avenue 01 178 1 $440,000.00 35 Mountain View 94041 7 9.375 60 $35,881.82 7/1/13 2 792 2671751 Cayot CA 181 14 $49,000.00 6/22/98 $392,000.00 8542680 220 Alta Drive 01 178 1 $490,000.00 43 La Selva Beach 95076 7 9.375 90 $48,975.25 7/1/13 2 745 2671753 Brinker CA 181 14 $13,000.00 6/12/98 $116,000.00 8542698 67 Riesling Court 01 178 1 $145,000.00 44 Oakley 94561 7 9.375 89 $12,993.43 7/1/13 2 748 2671755 Casey CA 181 09 $33,500.00 6/17/98 $268,000.00 8542706 2033 Trinity Street 01 178 1 $335,000.00 38 San Mateo 94403 7 9.375 90 $33,483.08 7/1/13 2 724 2671788 Raymond VA 181 14 $40,650.00 7/28/98 $216,800.00 8535262 37531 Chappelle Road 01 179 1 $271,000.00 39 Purcellville 22132 7 95 $40,626.00 8/1/13 2 762 8.625 2671791 Petrole MD 181 09 $62,000.00 7/31/98 $336,950.00 01 8535320 3815 Park Lake Drive 179 1 $421,245.00 44 Rockville 20853 7 10 95 $61,972.58 8/1/13 2 731 2671792 Hirschman MD 180 14 $48,750.00 7/9/98 $260,000.00 8536641 11524 Paramus Drive 01 178 1 $325,000.00 41 North Potomac 20878 7 9.375 95 $48,700.57 7/1/13 2 755 2671795 Pardew VA 181 09 $73,400.00 7/30/98 $391,600.00 8535833 10131 Homar Pond Drive 01 179 1 $489,500.00 37 Fairfax Station 22039 6 8.75 95 $73,201.61 8/1/13 2 764 2671796 Speer CA 181 09 $51,000.00 7/28/98 $272,000.00 8540908 13742 Butano Way 01 179 1 $340,000.00 41 San Diego 92129 6 10.05 95 $51,000.00 8/1/13 2 758 2671797 Stephenson MD 181 09 $51,000.00 7/29/98 $272,200.00 8536773 6819 Roslyn Court 01 179 1 $340,490.00 45 Columbia 21044 7 9.875 95 $50,976.83 8/1/13 2 734 2671798 Harte VA 181 14 $20,000.00 7/31/98 $106,750.00 2413 Sanford Street 01 179 1 $133,463.00 27 8536542 Alexandria 22301 6 9.125 95 $19,947.74 8/1/13 2 707 2671801 Galvin VA 181 14 $32,100.00 7/31/98 $171,200.00 8536658 937 Lebanon Street 01 179 1 $214,000.00 30 95 North Arlington 22205 7 9.75 $32,085.02 8/1/13 2 732 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671804 Kelly MD 181 09 $41,850.00 7/23/98 $223,300.00 8536708 17300 Autumn Harvest Court 01 179 1 $279,150.00 41 Germantown 20874 7 95 $41,830.47 2 745 9.75 8/1/13 2671806 Holliday MD 181 14 $69,600.00 7/27/98 $162,400.00 8537045 12425 Triple Crown Road 01 179 1 $232,000.00 38 North Potomac 20878 7 10 100 $69,569.21 8/1/13 2 691 2671808 Kane VA 181 14 $40,650.00 7/17/98 $216,800.00 8536740 4320 Holly Oak Court 01 179 1 $271,000.00 48 Woodbridge 22192 6 9.375 95 $40,546.16 8/1/13 2 688 2671812 Cogley CA 181 14 $16,700.00 6/26/98 $268,000.00 8542714 8 Highpoint 01 178 1 $335,000.00 46 Aliso Viejo 92656 7 9.375 85 $16,691.56 7/1/13 2 742 2671813 Stewart MD 181 14 $27,600.00 7/31/98 $147,200.00 8539025 9516 Pin Oak Drive 01 179 1 $184,000.00 31 Silver Spring 20910 7 8.625 95 $27,583.71 8/1/13 2 775 2671815 Preston VA 181 09 $36,000.00 7/15/98 $192,000.00 8539264 5904 Carters Oak Court 01 179 1 $240,000.00 48 Burke 22015 6 95 $35,903.79 8/1/13 2 722 8.875 2671820 Stover VA 181 14 $37,800.00 7/17/98 $201,600.00 01 8536807 1721 Linwood Place 179 1 $252,000.00 33 McLean 22101 7 9 95 $37,779.35 8/1/13 2 718 2671826 Stolove MD 181 14 $33,000.00 7/24/98 $176,000.00 8536864 4910 Butternut Drive 01 179 1 $220,000.00 34 Rockville 20853 7 9.5 95 $32,983.77 8/1/13 2 766 2671828 Collins MD 181 RFC01 $26,800.00 6/19/98 $143,200.00 8542722 44 Rockcrest Circle 01 178 1 $179,000.00 28 Rockville 20851 7 10.375 95 $26,789.06 7/1/13 2 746 2671832 Browar MD 181 09 $14,850.00 7/29/98 $180,800.00 8536948 21303 Village Green Circle 01 179 1 $212,717.00 26 Germantown 20876 6 9.05 92 $14,810.92 8/1/13 2 724 2671833 Tay MD 180 09 $46,500.00 8/3/98 $248,000.00 8536930 18208 Wickham Road 01 179 1 $310,000.00 27 Olney 20832 7 8.875 95 $46,473.94 8/1/13 2 761 2671842 Townsend VA 181 14 $37,350.00 7/29/98 $199,200.00 625 North Emerson Street 01 179 1 $249,000.00 34 8536971 Arlington 22203 7 9.75 95 $37,332.58 8/1/13 2 746 2671844 Trousdell VA 181 14 $41,550.00 7/23/98 $221,600.00 8536989 846 North Jefferson Street 01 179 1 $277,000.00 42 95 Arlington 22205 6 8.875 $41,438.96 8/1/13 2 684 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671845 Burton MD 181 RFC01 $17,000.00 7/31/98 $144,700.00 8537763 7401 Shrewsbury Court 01 179 1 $170,269.00 35 Bellsville 20705 6 95 $16,955.27 2 757 9.05 8/1/13 2671847 Turco VA 181 14 $39,000.00 7/28/98 $208,000.00 8537037 6321 36th Street North 01 179 1 $260,000.00 41 Arlington 22213 7 9.75 95 $38,981.81 8/1/13 2 765 2671853 Harris MD 181 09 $33,450.00 8/18/98 $267,900.00 8537946 12511 Woodbridge CT 01 180 1 $334,890.00 47 Mitchellville 20721 7 9.65 90 $33,450.00 9/1/13 2 732 2671856 Daniels OH 181 14 $32,700.00 8/18/98 $130,800.00 8539439 2011 Clearstream WAY 01 180 1 $163,500.00 42 Clayton 45315 7 10.4 100 $32,700.00 9/1/13 2 725 2671858 Hedden AL 181 14 $39,500.00 8/13/98 $135,476.00 8539728 165 Greenlawn DR 02 180 1 $190,000.00 32 Merridianville 35749 6 10.9 93 $39,500.00 9/1/13 2 688 2671859 Fonseca FL 181 RFC01 $14,250.00 8/13/98 $76,000.00 8539736 4633 SW 136 PL 02 180 1 $95,000.00 31 Miami 33175 6 95 $14,250.00 9/1/13 2 713 10.775 2671861 Hailey TN 181 14 $29,600.00 8/13/98 $110,309.00 02 8539785 2725 Sharondale CT 180 1 $140,000.00 50 Nashville 37215 7 11.775 100 $29,600.00 9/1/13 2 722 2671864 Haug NJ 181 04 $16,400.00 8/18/98 $65,600.00 8539934 11 Village WAY A6 01 180 1 $82,000.00 35 Vernon 07462 6 11.175 100 $16,400.00 9/1/13 2 751 2671867 Johnson CA 181 14 $50,000.00 8/7/98 $158,167.00 8539686 800 Somme 02 180 1 $235,000.00 38 Hollister 95023 6 9.525 89 $50,000.00 9/1/13 2 752 2671870 Scurry CA 181 RFC01 $37,050.00 8/5/98 $197,600.00 8539363 1455 Woodgrove Square 01 180 1 $247,000.00 40 San Jose 95117 6 11.4 95 $37,050.00 9/1/13 2 649 2671871 Alexander CO 181 14 $32,500.00 8/18/98 $260,000.00 8539371 101 County Road 2 01 180 1 $325,000.00 36 Montrose 81401 6 10.4 90 $32,500.00 9/1/13 2 797 2671872 Misa CA 181 09 $42,750.00 8/10/98 $228,000.00 15105 E Matisse CIR 02 180 1 $286,000.00 27 8539207 La Mirada 90638 6 10.775 95 $42,750.00 9/1/13 2 713 2671873 Wennmacher IL 181 14 $13,700.00 8/13/98 $109,600.00 8539231 1211 Everett AVE 02 180 1 $137,000.00 44 90 Belvidere 61008 6 13.275 $13,700.00 9/1/13 2 639 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671875 Goheen NV 181 14 $20,000.00 8/12/98 $101,250.00 8539298 1427 Langley DR 02 180 1 $135,000.00 39 Gardnerville 89410 7 90 $20,000.00 2 625 12.525 9/1/13 2671878 Sanchez CA 181 14 $20,250.00 8/4/98 $108,000.00 8538134 1921 Beringer WAY 02 180 1 $135,000.00 42 Oakley 94561 6 10.025 95 $20,250.00 9/1/13 2 681 2671879 Appelbaum NJ 181 04 $33,000.00 8/13/98 $176,000.00 8539959 5 Castle Ridge DR 02 180 1 $220,000.00 40 East Hanover 07936 6 10.15 95 $33,000.00 9/1/13 2 755 2671881 Sangster CA 181 09 $38,950.00 8/7/98 $311,900.00 8538241 73 W Boulder Creek RD 01 180 1 $389,897.00 43 Simi Valley 93065 7 10.025 90 $38,950.00 9/1/13 2 682 2671885 Gangwere CA 182 RFC01 $32,700.00 7/20/98 $174,400.00 8538076 5239 Macaw WAY 01 180 1 $218,000.00 32 San Jose 95123 7 10.15 95 $32,700.00 9/1/13 2 778 2671887 Hood VA 181 14 $23,350.00 7/30/98 $124,720.00 8537342 4303 Pleasant Valley Road 01 179 1 $155,900.00 44 Chantilly 20151 7 95 $22,323.27 8/1/13 2 691 9.5 2671888 Cutrer CA 181 14 $37,000.00 6/10/98 $296,000.00 01 8542391 34282 Dunhill Drive 178 1 $370,000.00 34 Fremont 94555 6 9.375 90 $36,905.48 7/1/13 2 687 2671891 Chamberlain MD 181 14 $50,000.00 7/27/98 $145,000.00 8537193 6080 Biggs Farm Place 01 179 1 $350,000.00 28 Laplata 20646 6 10.75 56 $50,000.00 8/1/13 2 680 2671892 Green MD 181 09 $81,250.00 7/15/98 $243,750.00 8537151 709 Brandon Green Drive 01 179 1 $325,000.00 36 Silver Spring 20904 7 10.75 100 $81,219.41 8/1/13 2 704 2671902 Gaiteri VA 181 09 $48,750.00 7/17/98 $260,100.00 8538399 25971 Sarazen Drive 01 179 1 $325,125.00 26 Riding 20152 7 10.625 95 $48,731.14 8/1/13 2 649 2671903 Haury PA 181 14 $18,500.00 7/31/98 $314,500.00 8537409 218 Rutgers Avenue 01 179 1 $381,150.00 38 Swarthmore 19081 6 9.05 88 $18,451.33 8/1/13 2 744 2671908 Daria CT 181 14 $38,200.00 6/22/98 $191,250.00 23 Jeremiah Road 01 178 1 $255,000.00 44 8542730 Newtown 06482 7 9.625 90 $38,156.40 7/1/13 2 742 2671910 Fulkerson VA 181 14 $27,500.00 7/17/98 $162,400.00 8537375 2805 Pepperwood Court 01 179 1 $203,000.00 42 94 Vienna 22181 7 10.25 $27,488.47 8/1/13 2 704 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671911 Sherwood UT 181 14 $46,500.00 7/27/98 $61,976.00 8537466 424 Deseret Avenue 02 179 1 $118,000.00 42 Tooele 84047 6 92 $46,392.87 2 694 10.5 8/1/13 2671916 Nguyen CA 181 14 $37,300.00 7/28/98 $189,700.00 8537581 3045 Roxbury Avenue 01 179 1 $253,000.00 41 Oakland 94605 7 10.875 90 $37,275.59 8/1/13 2 731 2671919 Early VA 181 04 $14,000.00 7/24/98 $112,000.00 8537482 3329 South Stafford Street 01 179 1 $140,000.00 25 Arlington 22206 7 9.25 90 $13,992.75 8/1/13 2 779 2671921 Frank MD 181 09 $24,500.00 6/23/98 $196,000.00 8537508 12212 Milestone Manor Lane 01 178 1 $245,000.00 37 Germantown 20876 7 9.25 90 $24,448.59 7/1/13 2 676 2671922 Denton CA 181 RFC01 $19,400.00 6/22/98 $155,600.00 8542748 2608 Shadow Mountain Drive 01 178 1 $194,500.00 25 San Ramon 94583 7 9.375 90 $19,351.56 7/1/13 2 702 2671926 Olson VA 180 14 $16,000.00 7/1/98 $239,644.00 8537573 7226 Tanager Street 02 178 1 $286,000.00 49 Springfield 22150 6 90 $15,919.79 7/1/13 2 722 9.625 2671928 Fiels MD 181 09 $31,950.00 7/10/98 $170,400.00 01 8537607 458 Bostwick Lane 179 1 $213,000.00 39 Gaithersburg 20878 7 10.25 95 $31,936.61 8/1/13 2 757 2671952 Evans, Jr. MD 181 14 $39,000.00 7/31/98 $208,000.00 8537722 9700 Overview Court 01 179 1 $260,000.00 42 Washington 20744 7 10.25 95 $38,983.64 8/1/13 2 719 2671953 McIntyre MD 181 14 $19,200.00 7/16/98 $163,200.00 8537755 353 Marba Road 01 179 1 $192,000.00 24 Severna Park 21146 7 9.25 95 $19,190.04 8/1/13 2 742 2671955 Lai CA 181 14 $40,500.00 6/2/98 $202,500.00 8542755 3381 Victor Avenue 01 178 1 $270,000.00 37 Oakland 94602 7 9.375 90 $40,429.55 7/1/13 2 698 2671956 Brown VA 181 14 $37,500.00 7/9/98 $200,000.00 8537813 2852 Woodland Avenue 01 179 1 $250,001.00 45 Falls Church 22042 7 9.125 95 $37,480.05 8/1/13 2 730 2671958 Emerson MD 181 14 $25,000.00 6/16/98 $189,200.00 9618 Singleton Drive 01 178 1 $238,000.00 24 8542763 Bethesda 20817 7 8.625 90 $24,931.67 7/1/13 2 754 2671961 Atkins AL 122 14 $20,750.00 7/29/98 $278,589.00 8542169 3201 Brook Highland Trace 02 120 1 $350,000.00 43 86 Birmingham 35243 5 10 $20,648.71 9/1/08 2 707 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2671964 O'Neill DC 181 16 $73,950.00 7/15/98 $394,400.00 8537888 1625 R Street NorthWest 01 179 1 $493,000.00 47 Washington 20009 7 95 $73,918.99 2 720 10.25 8/1/13 2671968 Hall MD 181 09 $74,950.00 7/23/98 $399,800.00 8537938 7917 Windsor Knoll Lane 01 179 1 $499,790.00 31 Laytonsville 20882 7 9 95 $74,909.07 8/1/13 2 777 2671972 Schar MD 181 RFC01 $15,650.00 7/31/98 $133,250.00 8537953 7403 Shrewsbury Court 01 179 1 $156,778.00 35 Beltsville 20705 7 9.25 95 $15,641.89 8/1/13 2 741 2671976 Nivens VA 181 09 $87,000.00 7/24/98 $203,000.00 8537920 5664 Lonesome Dove Court 01 179 1 $290,000.00 39 Clifton 20124 7 9.125 100 $86,953.70 8/1/13 2 768 2671983 Brown VA 181 14 $39,750.00 7/27/98 $212,000.00 8538084 700 South Overlook Drive 01 179 1 $265,000.00 30 Alexandria 22305 7 9.75 95 $38,255.84 8/1/13 2 709 2671984 Rowden CA 181 09 $40,800.00 7/23/98 $217,600.00 8538217 21781 Herencia 01 179 1 $272,000.00 44 Mission Viejo 92692 6 95 $40,700.43 8/1/13 2 735 9.875 2671986 Mosquera MD 181 RFC01 $16,750.00 5/22/98 $134,000.00 01 8538100 28 Steeple Court 177 1 $167,500.00 40 Germantown 20874 7 9.125 90 $16,713.94 6/1/13 2 784 2671990 Lee VA 181 09 $37,000.00 6/29/98 $296,550.00 8542771 43399 Turnberry Isle Court 01 178 1 $370,715.00 47 Leesburg 20176 7 8.875 90 $36,979.26 7/1/13 2 699 2671995 Moholland VA 181 04 $10,000.00 7/27/98 $56,400.00 8538209 1060 Gardenview Loop 01 179 1 $73,820.00 4 Woodbridge 22191 6 9.125 90 $9,973.87 8/1/13 2 748 2672004 Johnson VA 181 09 $35,250.00 7/17/98 $188,000.00 8538274 11693 Stockbridge Lane 01 179 1 $235,000.00 21 Reston 20194 7 8.625 95 $35,229.19 8/1/13 2 770 2672007 Lewis VA 181 14 $40,000.00 7/31/98 $340,000.00 8538308 8203 Lazy Point Lane 01 179 1 $400,000.00 47 Lorton 22079 7 9.25 95 $39,979.25 8/1/13 2 776 2672009 Mittelstadt VA 181 14 $25,200.00 7/20/98 $134,400.00 4619 5th Street 01 179 1 $168,000.00 35 8538290 Arlington 22204 7 9.75 95 $25,188.24 8/1/13 2 780 2672019 Finkhauser MD 181 RFC01 $15,400.00 6/24/98 $124,800.00 8542789 13514 Giant Court 01 178 1 $156,000.00 42 90 Germantown 20874 7 9.375 $15,392.22 7/1/13 2 689 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2672020 Henkin MD 181 09 $24,900.00 7/31/98 $132,950.00 8538407 605 Winesap Court 01 179 1 $166,200.00 45 Joppa 21085 7 95 $24,890.11 2 681 10.5 8/1/13 2672021 Rodriguez CA 181 14 $20,400.00 8/3/98 $295,600.00 8538365 345 Ingram Court 01 180 1 $369,500.00 44 San Jose 95139 7 11.875 86 $20,400.00 9/1/13 2 653 2672023 Schaefer CA 181 14 $46,500.00 8/1/98 $248,000.00 8539470 5028 Ramsdell Avenue 01 180 1 $310,000.00 30 La Crescenta Area 91214 7 10.125 95 $46,500.00 9/1/13 2 793 2672025 Adams CA 181 14 $25,000.00 8/3/98 $120,000.00 8538571 1328 Morrison Drive 02 180 1 $163,000.00 35 Redlands 92373 6 11 89 $25,000.00 9/1/13 2 690 2672028 Sackett IN 181 09 $22,000.00 7/31/98 $187,000.00 8539124 10429 Watkins 01 179 1 $220,000.00 24 Plainfield 46168 6 10.62 95 $22,000.00 8/1/13 2 741 2672030 Avanzino CA 181 14 $25,000.00 8/1/98 $236,000.00 8538720 450 Canyon Vista Drive 02 180 1 $295,000.00 20 Los Angeles 90065 6 89 $25,000.00 9/1/13 2 750 10.25 2672040 Carroll MD 181 09 $43,900.00 7/30/98 $234,200.00 01 8538506 4656 Huntley Drive 179 1 $292,750.00 33 Ellicott City 21043 7 9.75 95 $43,879.52 8/1/13 2 767 2672055 Narro CA 181 14 $31,350.00 8/4/98 $167,200.00 8538522 9 Rolling Ridge Drive 01 180 1 $209,000.00 43 Pomona 91766 7 10.625 95 $31,350.00 9/1/13 2 705 2672058 Gottwald CA 181 14 $44,000.00 8/4/98 $195,000.00 8538654 1475 Trenora Street 01 180 1 $270,000.00 29 Carpinteria 93013 6 10.175 89 $44,000.00 9/1/13 2 689 2672061 Lee VA 181 09 $94,100.00 7/23/98 $219,650.00 8538563 20672 Fairwater Place 01 179 1 $313,800.00 42 Sterling 20164 7 9.625 100 $94,054.92 8/1/13 2 741 2672077 Brucher VA 181 14 $79,850.00 7/9/98 $186,350.00 8539157 4912 Gloxinia Court 01 179 1 $266,250.00 32 Annandal 22003 7 10.75 100 $79,819.94 8/1/13 2 706 2672083 Fredericks CT 181 14 $27,500.00 6/2/98 $220,000.00 132 Overshores Drive East 01 178 1 $275,000.00 42 8542805 Madison 06443 7 9.375 90 $27,472.10 7/1/13 2 720 2672085 Lee VA 181 16 $59,200.00 6/15/98 $316,000.00 8542797 418 Princess Street 01 178 1 $395,000.00 46 95 Alexandria 22314 7 10.375 $59,175.82 7/1/13 2 769 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2672089 Eddy CA 181 14 $55,000.00 8/5/98 $500,000.00 8538761 3917 Antone Road 01 180 1 $650,000.00 36 Santa Barbara 93110 6 86 $55,000.00 2 762 9.675 9/1/13 2672098 Lee CA 181 14 $32,500.00 6/23/98 $260,000.00 8542813 409 Calado Avenue 01 178 1 $325,000.00 43 Campbell 95008 7 9.375 90 $32,483.59 7/1/13 2 691 2672127 Fry CA 181 14 $43,300.00 6/5/98 $346,400.00 8542821 54 Cormorant Circle 01 178 1 $433,000.00 43 Newport Beach 92660 7 10.99 90 $43,284.53 7/1/13 2 705 2672128 Gershkovich MD 181 14 $33,000.00 6/30/98 $264,000.00 8542839 10100 Chariot Court 01 178 1 $330,000.00 31 Rockville 20850 7 9.375 90 $32,983.33 7/1/13 2 756 2672148 Gold-connolly MA 181 14 $22,800.00 6/30/98 $227,150.00 8542847 18 Fiorenza Drive 01 178 1 $385,000.00 33 Wilmington 01887 7 9.375 65 $22,772.68 7/1/13 2 791 2672154 Goryaistov MD 181 RFC01 $22,100.00 6/26/98 $176,800.00 8542854 6 Bentridge Court 01 178 1 $221,000.00 35 Potomac 20854 7 90 $22,077.59 7/1/13 2 746 9.375 2672156 Pyle VA 181 RFC01 $38,500.00 7/9/98 $205,500.00 01 8538944 6262 Harbin Drive 179 1 $256,900.00 43 Alexandria 22310 6 8.375 95 $38,392.39 8/1/13 2 724 2672157 Manville MD 181 14 $11,150.00 7/23/98 $189,550.00 8539140 10612 Graeloch Court 01 179 1 $223,000.00 25 Laurel 20723 6 9.55 90 $11,093.71 8/1/13 2 721 2672168 Knittle VA 181 09 $41,200.00 7/20/98 $219,800.00 8539512 6458 Gristmill Square Lane 01 179 1 $274,800.00 42 Centreville 20120 6 9.25 95 $41,093.55 8/1/13 2 683 2672172 Grant MD 181 14 $80,800.00 6/25/98 $431,200.00 8542862 7008 Beechwood Drive 01 178 1 $539,000.00 50 Chevy Chase 20815 7 10.375 95 $80,767.01 7/1/13 2 715 2672173 Meheula HI 121 14 $60,000.00 8/7/98 $640,000.00 8539041 2063 Omea Place 01 120 1 $800,000.00 26 Honolulu 96821 5 8.875 88 $60,000.00 9/1/08 2 750 2672181 McCoy MD 181 04 $24,100.00 7/28/98 $204,950.00 630 Andrew Hill Road 01 179 1 $241,155.00 27 8539058 Arnold 21002 7 9.25 95 $24,100.00 8/1/13 2 777 2672183 Vanmeter VA 181 09 $58,700.00 7/15/98 $176,150.00 8539272 7302 Outhaul Lane 01 179 1 $234,900.00 47 100 Burke 22015 7 9.125 $58,668.76 8/1/13 2 722 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2672184 Groh DC 181 14 $87,700.00 6/5/98 $468,000.00 8542870 4950 Hillbrook Lane 01 178 1 $585,000.00 45 Washington 20016 7 95 $87,664.20 2 768 10.375 7/1/13 2672190 Duckworth VA 181 14 $29,700.00 7/30/98 $158,400.00 8539090 103 James Drive SouthWest 01 179 1 $198,000.00 32 Vienna 22180 6 8.375 95 $29,616.98 8/1/13 2 778 2672191 Miller CA 181 14 $28,500.00 6/12/98 $227,150.00 8542888 4329 Townsend Avenue 01 178 1 $285,000.00 31 Oakland 94602 7 9.375 90 $28,485.61 7/1/13 2 719 2672192 Deller MD 181 09 $52,000.00 7/14/98 $208,000.00 8539223 7708 Shady Brook Lane 02 179 1 $260,000.00 40 Gaithersburg 20879 7 10.75 100 $51,980.42 8/1/13 2 680 2672197 Davis DC 181 16 $42,000.00 7/24/98 $224,000.00 8539249 1779 Church Street 01 179 1 $280,000.00 49 Washington 20036 7 10.25 95 $41,982.39 8/1/13 2 734 2672198 McClelland VA 181 14 $23,800.00 7/27/98 $202,300.00 8539280 608 North Wakefield Street 01 179 1 $238,000.00 32 Arlington 22203 6 95 $23,739.41 8/1/13 2 769 9.55 2672203 Menon MD 181 09 $27,000.00 6/30/98 $144,000.00 01 8542896 5311 Ivywood Drive North 178 1 $180,000.00 23 Frederick 21703 7 9.375 95 $26,986.36 7/1/13 2 714 2672205 Gulledge CA 181 09 $58,500.00 6/4/98 $468,000.00 8542904 584 Grimsby Lane 01 178 1 $585,000.00 26 Danville 94506 7 9.375 90 $58,470.45 7/1/13 2 717 2672213 Peters CA 181 14 $50,150.00 8/1/98 $227,150.00 8539397 13830 Fontanelle Place 01 180 1 $291,932.00 44 San Diego 92128 6 9.875 95 $50,150.00 9/1/13 2 721 2672214 Sanchez CA 181 09 $50,000.00 8/7/98 $510,427.00 8540239 31851 Via Pavo Real 02 180 1 $640,000.00 35 Coto De Caza Area 92679 6 9.625 88 $50,000.00 9/1/13 2 757 2672216 Moeller CA 181 14 $71,200.00 6/10/98 $356,250.00 8542912 245 Edgehill Drive 01 178 1 $475,000.00 31 San Carlos 94070 7 9.375 90 $71,164.04 7/1/13 2 756 2672217 Kraft MD 181 14 $16,900.00 8/6/98 $143,775.00 121 Myrtle Leaf Circle 01 180 1 $169,150.00 34 8539413 Laplata 20646 7 10.32 95 $16,900.00 9/1/13 2 683 2672227 Hayes MD 181 14 $26,700.00 6/29/98 $213,600.00 8542920 9232 Parkhill Drive 01 178 1 $267,000.00 24 90 Bethesda 20814 7 9.375 $26,686.51 7/1/13 2 736 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2672230 Miller MD 181 RFC01 $15,300.00 7/24/98 $130,050.00 8539504 12 Ashford Court 01 179 1 $153,000.00 25 Annapolis 21403 7 95 $15,292.85 2 692 9.75 8/1/13 2672238 Behan CA 181 14 $48,750.00 8/4/98 $260,000.00 8539538 581 Devonwood Road 01 180 1 $325,000.00 40 Altadena Area 91001 7 12.125 95 $48,750.00 9/1/13 2 659 2672242 Alexander MD 181 14 $29,950.00 7/17/98 $159,900.00 8539553 12606 Arcus Court 01 179 1 $199,900.00 30 Upper Marlboro 20772 7 9.75 95 $29,950.00 8/1/13 2 748 2672249 Hill MD 181 14 $14,000.00 6/2/98 $112,000.00 8542938 536 Calvin Lane 01 178 1 $145,000.00 38 Rockville 20851 7 9.375 87 $13,818.05 7/1/13 2 691 2672250 Bento Jr. CA 181 14 $49,200.00 8/11/98 $262,400.00 8539587 24841 Largo Drive 01 180 1 $328,000.00 44 Laguna Hills 92653 6 11.375 95 $49,200.00 9/1/13 2 664 2672251 Campbell MD 181 09 $24,250.00 7/31/98 $206,100.00 8539579 5465 Hunting Horn Drive 01 179 1 $242,500.00 33 Ellicott City 21043 7 95 $24,250.00 8/1/13 2 688 10.82 2672255 Dart UT 61 14 $19,000.00 7/27/98 $42,759.00 02 8541864 275 Crestview Drive 59 1 $130,000.00 33 Tooele 84074 4 9.25 48 $18,749.74 8/1/03 2 715 2672263 Moore VA 181 14 $28,500.00 6/24/98 $227,150.00 8542946 4708 Marymead Drive 01 178 1 $287,000.00 36 Fairfax 22030 7 9.375 90 $27,985.61 7/1/13 2 747 2672264 Young CA 181 14 $40,000.00 8/7/98 $227,150.00 8539611 330 Garfield Avenue 02 180 1 $285,000.00 32 Placentia 92870 6 11.5 94 $40,000.00 9/1/13 2 705 2672265 Deblasio MD 181 RFC01 $15,100.00 7/27/98 $120,800.00 8539637 6221 Manchester Way 01 179 1 $151,000.00 18 Elkridge 21227 7 9.25 90 $15,092.17 8/1/13 2 753 2672267 Holst CA 181 14 $19,800.00 6/3/98 $158,800.00 8542953 14117 Palm Avenue 01 178 1 $198,500.00 36 Bakersfield 93312 7 9.375 90 $19,690.00 7/1/13 2 768 2672269 Morgun MD 181 14 $24,400.00 6/18/98 $122,250.00 4 Harrod Court 01 178 1 $163,000.00 30 8542961 Reisterstown 21136 7 9.375 90 $24,387.68 7/1/13 2 753 2672304 Howard CA 181 14 $48,900.00 6/22/98 $391,200.00 8542409 3368 Green Meadow Drive 01 178 1 $489,000.00 40 90 Danville 94506 6 9.375 $48,772.03 7/1/13 2 737 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2672353 Jacoby NJ 181 14 $35,800.00 6/3/98 $286,400.00 8542987 44 Genesse Avenue 01 178 1 $358,000.00 29 Oceanport 07757 7 90 $35,781.92 2 750 9.375 7/1/13 2672355 Mulaire VA 181 09 $18,800.00 6/5/98 $302,000.00 8542979 11605 Auburn Grove Court 01 178 1 $377,500.00 43 Reston 20194 7 9.375 85 $18,790.51 7/1/13 2 779 2672363 Jamkhedkar CA 181 14 $52,000.00 6/10/98 $277,600.00 8542995 7695 Topaz Circle 01 178 1 $347,000.00 31 Dublin 94568 7 10.375 95 $51,978.76 7/1/13 2 710 2672365 Vasquez FL 181 09 $22,500.00 8/12/98 $120,000.00 8540320 10180 Breezeway Place 02 180 1 $150,000.00 49 Boca Raton 33428 7 11.375 95 $22,500.00 9/1/13 2 743 2672367 Utterback CA 181 14 $96,000.00 8/14/98 $224,000.00 8540742 1411 Rancho Hills DR 01 180 1 $320,000.00 36 Chino Hills 91709 7 10.55 100 $96,000.00 9/1/13 2 771 2672368 Mcnamara FL 181 14 $32,250.00 8/19/98 $161,200.00 8541534 4055 Conway PL 01 180 1 $215,000.00 45 Orlando 32812 7 90 $32,250.00 9/1/13 2 721 9.175 2672369 Erwin OH 181 14 $10,000.00 8/14/98 $56,500.00 02 8540767 226 North Burgess Avenue 180 1 $75,000.00 16 Columbus 43204 6 10.025 89 $10,000.00 9/1/13 2 727 2672372 Curtis FL 181 14 $30,000.00 8/14/98 $97,287.00 8541336 180 Tollgate Trl. 02 180 1 $160,000.00 45 Longwood 32750 6 9.775 80 $30,000.00 9/1/13 2 732 2672374 Ford CA 181 14 $32,000.00 8/14/98 $121,000.00 8541518 7045 Hickory LN 02 180 1 $170,000.00 38 Orangevale 95662 6 10.05 90 $30,913.91 9/1/13 2 660 2672377 Smith CA 181 14 $50,000.00 8/13/98 $229,000.00 8540700 25532 Orchard Rim LN 02 180 1 $312,000.00 41 Lake Forest 92630 7 11.275 90 $50,000.00 9/1/13 2 669 2672381 Mark CA 181 14 $48,900.00 8/13/98 $415,600.00 8540635 2211 Navy ST 01 180 1 $489,000.00 46 Santa Monica 90405 7 11.65 95 $48,900.00 9/1/13 2 760 2672382 Malphus FL 181 14 $22,700.00 8/14/98 $101,300.00 1702 SouthEast 13th 02 180 1 $124,000.00 23 8540643 Cape Coral 33990 6 11.525 100 $22,700.00 9/1/13 2 701 2672383 Maldonado CA 181 09 $47,350.00 8/12/98 $227,150.00 8540676 23619 Clearidge DR 02 180 1 $305,000.00 38 90 Valencia Area 91354 7 11.275 $47,350.00 9/1/13 2 695 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2672385 Edwards OR 181 09 $34,800.00 8/10/98 $185,000.00 8540510 9885 SouthEast Plover 02 180 1 $232,000.00 45 Portland 97236 7 95 $34,800.00 2 708 10.4 9/1/13 2672386 Maravich CA 181 09 $32,500.00 8/12/98 $320,000.00 8540577 30246 Anamonte 02 180 1 $400,000.00 42 Laguna Niguel 92677 6 11.025 89 $32,500.00 9/1/13 2 713 2672387 Echols CA 181 14 $12,000.00 8/7/98 $199,200.00 8541500 2654 Tamalpais DR 02 180 1 $249,000.00 22 Pinole 94564 6 10.525 85 $12,000.00 9/1/13 2 646 2672390 Barton CA 181 RFC01 $24,200.00 8/13/98 $114,000.00 8541559 160 Holiday Hills DR 01 180 1 $142,500.00 27 Martinez 94553 7 11.05 97 $24,200.00 9/1/13 2 763 2672392 Crowder CO 181 14 $66,000.00 7/17/98 $256,000.00 8541641 6860 Peppertree DR 02 179 1 $322,000.00 42 Niwot 80544 6 10.775 100 $65,702.19 8/1/13 2 694 2672396 Jennings MD 181 14 $32,200.00 6/30/98 $172,000.00 8543001 7413 Oskaloosa Drive 01 178 1 $215,000.00 40 Rockville 20855 7 95 $32,183.88 7/1/13 2 792 9.375 2672398 Crawford, Jr. MD 181 04 $18,850.00 7/17/98 $160,600.00 01 8540023 1404 Peregrine Path 179 1 $188,963.00 33 Arnold 21012 7 11.25 95 $18,850.00 8/1/13 2 676 2672403 Nguyen CA 181 14 $74,200.00 6/22/98 $481,500.00 8543019 655 Island Place 01 178 1 $642,000.00 46 Redwood City 94065 7 9.375 87 $74,124.76 7/1/13 2 714 2672406 Kahler VA 181 14 $42,000.00 6/25/98 $224,000.00 8543027 1324 Harrison Street North 01 178 1 $280,000.00 44 Arlington 22205 7 10.375 95 $41,982.83 7/1/13 2 717 2672408 Johnson MD 181 14 $37,500.00 7/30/98 $318,750.00 8540486 6518 River Run 01 179 1 $375,000.00 31 Columbia 21044 6 9.75 95 $37,500.00 8/1/13 2 799 2672409 Murray CA 182 14 $99,900.00 9/30/97 $235,019.00 8543035 1738 Alameda Avenue 01 170 1 $380,000.00 30 Alameda 94501 7 11.49 89 $99,679.05 11/1/12 2 705 2672410 Lee VA 181 14 $62,500.00 7/2/98 $500,000.00 12178 Brecknock Street 01 179 1 $625,000.00 34 8541906 Oakton 22124 7 9.5 90 $62,469.26 8/1/13 2 660 2672411 Kumta NJ 181 09 $44,600.00 6/24/98 $223,150.00 8543043 11 Dorchester Court 01 178 1 $297,581.00 37 90 Old Bridge 07747 7 9.625 $44,557.09 7/1/13 2 745 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2672420 Palmquist VA 181 09 $58,000.00 6/29/98 $309,600.00 8543050 13110 Anvil Place 01 178 1 $387,000.00 37 Herndon 20171 7 95 $57,976.32 2 766 10.375 7/1/13 2672421 Atkinson UT 181 14 $47,000.00 8/7/98 $58,095.00 8540288 1007 Fishburn Drive 02 180 1 $130,000.00 25 Brigham City 84302 6 9.5 81 $47,000.00 9/1/13 2 772 2672424 Nuss CA 181 14 $22,400.00 6/10/98 $179,960.00 8543068 5149 Coral Court 01 178 1 $224,950.00 37 Concord 94521 7 9.375 90 $22,388.68 7/1/13 2 740 2672426 Coleman DC 181 16 $35,500.00 7/31/98 $301,250.00 8540114 2742 Woodley Place 01 179 1 $355,000.00 23 Washington 20009 7 11.75 95 $35,500.00 8/1/13 2 769 2672428 Paschall MD 181 09 $27,000.00 6/26/98 $216,000.00 8543076 523 Jordan Pond Lane 01 178 1 $270,000.00 39 Bowie 20721 7 8.875 90 $26,969.63 7/1/13 2 714 2672432 Cunningham CA 181 09 $49,700.00 8/5/98 $265,500.00 8540155 7799 Paxton Court 01 180 1 $331,900.00 35 Goleta 93117 7 95 $49,700.00 9/1/13 2 730 10.25 2672436 Politan NJ 181 14 $46,200.00 6/29/98 $693,750.00 01 8543084 28 Seminole Way 178 1 $925,000.00 23 Millburn 07078 7 9.375 80 $46,153.16 7/1/13 2 713 2672444 Byles DC 181 14 $43,500.00 11/28/97 $232,000.00 8543092 3701 Chesapeake Street 01 171 1 $290,000.00 39 Washington 20008 7 10.625 95 $43,111.64 12/1/12 2 730 2672455 Hale MD 181 09 $19,450.00 7/28/98 $165,500.00 8540296 8023 High Oak Road 01 179 1 $194,749.00 38 Glen Burnie 21060 7 9.25 95 $19,429.74 8/1/13 2 736 2672456 Podrabinnik MD 181 14 $33,500.00 6/5/98 $268,000.00 8543100 13604 Aqua Lane 01 178 1 $335,000.00 25 Rockville 20850 7 9.375 90 $33,483.08 7/1/13 2 759 2672492 Fisheer CA 181 14 $30,000.00 8/12/98 $136,190.00 8540387 2044 Langley Street 02 180 1 $175,000.00 41 Oxnard 93033 6 10.675 95 $29,665.12 9/1/13 2 718 2672588 Lewis DC 181 04 $34,950.00 7/23/98 $186,400.00 3295b Sutton Place 01 179 1 $233,000.00 37 8541575 Washington 20016 7 10 95 $34,934.54 8/1/13 2 730 2672606 Magrino VA 181 14 $38,500.00 7/20/98 $85,119.00 8540411 2005 Stoney Creek Drive 02 179 1 $130,000.00 30 96 Fredericksburg 22407 6 11.75 $38,421.09 8/1/13 2 661 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2672617 Meinhoz DC 181 14 $51,050.00 8/3/98 $272,400.00 8540478 2338 King Place NorthWest 01 180 1 $340,500.00 40 Washington 20007 7 95 $51,050.00 2 700 9.75 9/1/13 2672627 Kittel OH 181 14 $73,950.00 8/7/98 $172,550.00 8540502 223 South Cassingham Road 01 180 1 $246,500.00 43 Columbus 43209 7 11.32 100 $73,950.00 9/1/13 2 680 2672628 Hasan MD 181 14 $37,500.00 7/31/98 $199,950.00 8540569 704 Loch Ness Circle 01 179 1 $249,999.00 21 Fort Washington 20744 7 9.75 95 $37,482.51 8/1/13 2 757 2672639 Ali VA 181 09 $69,850.00 7/13/98 $163,000.00 8540619 46398 Blue Stem Court 01 179 1 $232,900.00 38 Sterling 20165 7 10.92 100 $69,850.00 8/1/13 2 695 2672640 Bourdet TX 181 09 $25,000.00 8/14/98 $100,000.00 8541849 5939 Heather View 01 180 1 $125,000.00 42 San Antonio 78249 6 9.99 100 $25,000.00 9/1/13 2 748 2672641 Daly VA 181 RFC01 $23,400.00 8/20/98 $93,600.00 8541880 14255 Heritage Cross LN 01 180 1 $117,000.00 45 Centreville 22020 7 100 $23,400.00 9/1/13 2 698 11.65 2672644 Dini TX 181 14 $23,200.00 8/18/98 $92,700.00 01 8542011 2205 Deverne ST 180 1 $115,900.00 33 Austin 78704 6 9.99 100 $23,200.00 9/1/13 2 697 2672645 Gruvman WA 181 14 $11,500.00 8/11/98 $84,000.00 8541807 1409 Everett ST 02 180 1 $105,000.00 42 Sumner 98390 7 12.025 91 $11,500.00 9/1/13 2 662 2672646 Dean CA 181 14 $41,000.00 8/11/98 $154,000.00 8541781 224 Bittercreek DR 02 180 1 $195,000.00 36 Folsom 95630 6 11.025 100 $41,000.00 9/1/13 2 705 2672647 Piper CA 181 14 $43,500.00 8/14/98 $232,000.00 8540916 839 San Ramon AVE 01 180 1 $290,000.00 45 Sunnyvale 94086 7 12.05 95 $43,500.00 9/1/13 2 665 2672648 Fox FL 181 14 $10,000.00 8/20/98 $71,000.00 8540924 3807 Dunes RD 01 180 1 $90,000.00 33 Palm Beach 33410 6 10.3 90 $10,000.00 9/1/13 2 664 2672649 Spangler CA 181 14 $28,250.00 8/13/98 $150,800.00 6932 Royer AVE 01 180 1 $188,500.00 40 8541815 Los Angeles 91307 7 10.9 95 $28,250.00 9/1/13 2 690 2672650 Miller TX 181 14 $14,000.00 8/19/98 $144,000.00 8540932 3429 Windridge DR 01 180 1 $180,000.00 44 88 Garland 75043 6 9.99 $14,000.00 9/1/13 2 663 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2672652 Shannon CA 181 14 $31,450.00 8/12/98 $167,950.00 8540973 3405 Corpus Christi AVE 01 180 1 $209,950.00 36 Simi Valley 93063 6 95 $31,450.00 2 754 9.9 9/1/13 2672653 Kjelden OR 181 14 $21,800.00 8/12/98 $87,200.00 8540999 190 NorthEast 193rd Avenue 01 180 1 $109,000.00 42 Portland 97230 7 11.4 100 $21,800.00 9/1/13 2 768 2672654 Sander CA 181 14 $43,450.00 8/10/98 $231,900.00 8541021 779 Maplewood CT 01 180 1 $289,900.00 44 Thousand Oaks 91320 7 10.15 95 $43,450.00 9/1/13 2 771 2672655 Tsien CA 181 14 $70,000.00 8/11/98 $257,000.00 8541674 701 N Granada AVE 02 180 1 $345,000.00 49 Alhambra 91801 6 10.525 95 $70,000.00 9/1/13 2 724 2672656 Weterrings CA 181 14 $50,400.00 8/14/98 $268,800.00 8541716 12302 Idaho AVE 01 180 1 $336,000.00 44 Los Angeles 90025 7 10.675 95 $50,400.00 9/1/13 2 768 2672657 Holmes CA 181 14 $32,000.00 8/12/98 $368,000.00 8541724 2665 Cabot CT 02 180 1 $460,000.00 38 Fremont 94536 6 87 $32,000.00 9/1/13 2 681 11.025 2672667 Lynch DC 181 04 $56,250.00 7/24/98 $300,000.00 01 8540817 1628 S Street NorthWest 179 1 $375,000.00 39 Washington 20009 7 10.25 95 $56,226.41 8/1/13 2 720 2672671 Tracy GA 180 09 $39,190.00 8/14/98 $313,500.00 8541344 4460 Burgess Hill Lane 01 179 1 $391,900.00 44 Alpharetta 30022 7 8.875 90 $39,168.02 8/14/13 2 700 2672683 Bloom VA 181 09 $150,000.00 6/30/98 $650,000.00 8541310 893 Chinquapin Road 01 178 1 $950,901.00 34 McLean 22102 7 8.875 85 $149,745.85 7/1/13 2 666 2672689 Lemus CA 181 14 $16,800.00 7/23/98 $89,600.00 8540866 6315 Pierce Avenue 01 179 1 $112,000.00 39 Whittier 90601 7 11.25 95 $16,794.32 8/1/13 2 710 2672693 Victor VA 181 09 $29,550.00 7/23/98 $157,600.00 8540775 5436 Tree Line Drive 01 179 1 $197,000.00 36 Centreville 20120 7 8.625 95 $29,532.55 8/1/13 2 766 2672699 Wagner WA 182 14 $30,100.00 7/31/98 $160,750.00 1139 21st Street Court 01 180 1 $200,950.00 29 8540957 Puyallup 98371 6 10.05 95 $30,100.00 9/1/13 2 758 2672702 Malaga MD 181 14 $27,650.00 7/30/98 $147,000.00 8540940 13705 Loree Lane 01 179 1 $184,500.00 39 95 Rockville 20853 7 9.125 $27,635.29 8/1/13 2 706 Loan Number: Borrower: State Orig Term: Prop Type: Credit Note Date: Margin: Sr Sevicer Loan Address: Zip Code: Rem Term: Occp Code: Appr Value: Teas Exp: Ceiling Debt CITY: Purpose: Prod Code: Curr CLTV: Prin Maturity Lien FICO: 2672706 Kaloi VA 181 14 $29,150.00 7/31/98 $155,600.00 8541666 5803 Helmsdale Lane 01 179 1 $194,500.00 33 Alexandria 22315 6 95 $29,073.83 2 732 9.125 8/1/13 2672737 Battle DC 181 04 $29,400.00 7/15/98 $156,800.00 8541773 1720 South Street 01 179 1 $196,000.00 29 Washington 20009 7 9.75 95 $29,386.29 8/1/13 2 762 9420581 Walter CA 180 14 $50,000.00 10/18/95 $126,000.00 0181115 7570 Maple Avenue 02 145 1 $204,000.00 43 Fontana 92336 6 12.55 87 $42,177.71 10/25/10 2 649
EXHIBITS (Intentionally Omitted) -----END PRIVACY-ENHANCED MESSAGE-----