UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(Mark one)
/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 For the fiscal year ended December 31, 2003
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number: 333-101254-03
MASTR Asset Securitization Trust
Mortgage Pass-Through Certificates
Series 2003-2
(Exact name of registrant as specified in its charter)
New York Pending
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
c/o Wells Fargo Bank, N.A.,
9062 Old Annapolis Road
Columbia, MD 21045
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (410) 884-2000
Securities registered pursuant to Section 12(b) of the Act:
NONE.
Securities registered pursuant to Section 12(g) of the Act:
NONE.
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No ___
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K ( 229.405 of this chapter) is not contained herein, and will
not be contained, to the best of registrant's knowledge, in definitive proxy
or information statements incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K.
Not applicable.
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Exchange Act Rule 12b-2).
Yes___ No X
State the aggregate market value of the voting and non-voting common equity
held by non-affiliates computed by reference to the price at which the common
equity was last sold, or the average bid and asked price of such common
equity, as of the last business day of the registrant's most recently
completed second fiscal quarter.
Not applicable.
Indicate the number of shares outstanding of each of the registrant's classes
of common stock, as of the latest practicable date.
Not applicable.
List hereunder the following documents if incorporated by reference and the
Part of the Form 10-K (e.g. Part I, Part II, etc.) into which the document is
incorporated: (1)Any annual report to security holders; (2) Any proxy or
information statement; and (3)Any prospectus filed pursuant to Rule 424(b) or
(c) under the Securities Act of 1933. The listed documents should be clearly
described for identification purposes (e.g. annual report to security holders
for fiscal year ended December 24, 1980).
Not applicable.
PART I
Item 1. Business.
Omitted.
Item 2. Properties.
See Item 15(a), Exhibits 99.1, 99.2, and 99.3, for information
provided in lieu of information required by Item 102 of Regulation
S-K.
Item 3. Legal Proceedings.
The registrant knows of no material pending legal proceedings
involving the trust created under the Pooling and Servicing
Agreement (the Trust), the Trustee, the Servicer or the registrant
with respect to the Trust other than routine litigation incidental
to the duties of the respective parties.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
PART II
Item 5. Market for Registrant's Common Equity and Related Stockholder
Matters.
No established public trading market for the Certificates exists.
Records provided to the Trust by the DTC and the Trustee indicate
that as of December 31, 2003, the number of holders of record for
each class of Certificate were as follows:
Class 15-AX 3
Class 15-B1 3
Class 15-B2 3
Class 15-B3 3
Class 15-B4 1
Class 15-B5 1
Class 15-B6 1
Class 1-A1 6
Class 2-A1 3
Class 2-A10 5
Class 2-A12 7
Class 2-A13 3
Class 2-A2 3
Class 2-A3 3
Class 2-A6 3
Class 2-A7 4
Class 2-A8 3
Class 2-A9 3
Class 30-AX 3
Class 30-B1 3
Class 30-B2 3
Class 30-B3 3
Class 30-B4 2
Class 30-B5 1
Class 30-B6 1
Class 3-A1 3
Class 3-A10 4
Class 3-A11 3
Class 3A-12 3
Class 3-A13 7
Class 3A-14 3
Class 3-A2 16
Class 3-A4 3
Class 3-A5 3
Class 3-A7 3
Class 3-A8 3
Class 3-A9 3
Class AR 1
Class PO 3
Total: 132
Item 6. Selected Financial Data.
Omitted.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operation.
Omitted.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk.
Not applicable.
Item 8. Financial Statements and Supplementary Data.
See Item 15(a), Exhibits 99.1, 99.2, 99.3, for information provided
in lieu of information required by Item 302 of Regulation S-K.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
None.
Item 9A. Controls and Procedures.
Not applicable.
PART III
Item 10. Directors and Executive Officers of the Registrant.
Not applicable.
Item 11. Executive Compensation.
Not applicable.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
Not applicable.
Item 13. Certain Relationships and Related Transactions.
Not applicable.
Item 14. Principal Accounting Fees and Services.
Not applicable.
PART IV
Item 15. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) Exhibits
(31.1) Rule 13a-14(a)/15d-14(a) Certification
(99.1) Annual Independent Accountants' Servicing Reports concerning
servicing activities for the year ended December 31, 2003.
a) Bank of America, as Servicerb) Wendover, as Subservicer for Banc
One, N.A.c) Countrywide Home Loans Inc., as Servicer d) Downey
Savings, as Servicere) GMAC Mortgage Corp, as Servicer f) HSBC
Bank, USA, as Servicerg) Mid America Bank, FSB, as Servicer h)
National City Mortgage Co, as Serviceri) Sun Trust Mortgage Inc, as
Servicerj) Wells Fargo Home Mortgage, Inc, as Servicer
(99.2) Report of Management as to Compliance with Minimum Servicing
Standards for the year ended December 31, 2003.
a) Bank of America, as Servicerb) Wendover, as Subservicer for Banc
One, N.A.c) Countrywide Home Loans Inc., as Servicer d) Downey
Savings, as Servicere) GMAC Mortgage Corp, as Servicer f) HSBC
Bank, USA, as Servicerg) Mid America Bank, FSB, as Servicer h)
National City Mortgage Co, as Serviceri) Sun Trust Mortgage Inc, as
Servicerj) Wells Fargo Home Mortgage, Inc, as Servicer
(99.3) Annual Statements of Compliance under the Pooling and Servicing
Agreements for the year ended December 31, 2003.
a) Bank of America, as Servicerb) Banc One, N.A., as Servicer
c) Countrywide Home Loans Inc., as Servicerd) Downey Savings, as
Servicere) GMAC Mortgage Corp, as Servicer f) HSBC Bank, USA,
as Servicerg) Mid America Bank, FSB, as Servicer h) National
City Mortgage Co, as Serviceri) Sun Trust Mortgage Inc, as Servicer
j) Wells Fargo Home Mortgage, Inc, as Servicer
(99.4) Aggregate Statement of Principal and Interest Distributions to
Certificate Holders.
(b) On November 10, 2003, December 08, 2003, and January 12, 2004 reports on
Form 8-K were filed by the Company in order to provide the statements
for the monthly distributions to holders of the Certificates. No other
reports on Form 8-K have been filed during the last quarter of the
period covered by this report.
On December 24, 2003, an 8-K-A was filed for the revised distribution
reports for April 2003.
(c) Not applicable.
(d) Omitted.
(99.5) Reliance Certifications Mandated under the Pooling and Servicing
Agreement for the year ended December 31, 2003.
a) Bank of America, as Servicerb) Bank One, N.A., as Servicer
c) Countrywide Home Loans Inc., as Servicerd) Downey Savings, as
Servicere) GMAC Mortgage Corp, as Servicer f) HSBC Bank, USA,
as Servicerg) Mid America Bank, FSB, as Servicer h) National
City Mortgage Co, as Serviceri) Sun Trust Mortgage Inc, as Servicer
j) Wells Fargo Home Mortgage, Inc, as Servicer
Filed Herewith.
Certification has been received.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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:
MASTR Asset Securitization Trust
Mortgage Pass-Through Certificates
Series 2003-2
(Registrant)
Signed: Wells Fargo Bank, N.A. as Master Servicer
By: Michael Watchke, Vice President
By: /s/ Michael Watchke, Vice President
Dated: March 30, 2004
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO
SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES
PURSUANT TO SECTION 12 OF THE ACT.
(a)(i) No annual report is provided to the Certificateholders other than with
respect to aggregate principal and interest distributions.
(a)(ii) No proxy statement, form of proxy or other proxy soliciting material
has been sent to any Certificateholder with respect to any annual or other
meeting of Certificateholders.
Exhibit Index
Exhibit No.
Ex-31.1 Rule 13a-14(a)/15d-14(a) Certification
I, Michael Watchke, certify that:
1. I have reviewed this annual report on Form 10-K, and all reports on Form
8-K containing distribution date reports filed in respect of periods
included in the year covered by this annual report, of the Trust; MASTR
Asset Securitization Trust Mortgage Pass-Through Certificates, Series
2003-2 Trust;
2. Based on my knowledge, the information in these reports, taken as a whole,
does not contain any untrue statement of a material fact or omit to state a
material fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading as of
the last day of the period covered by this annual report;
3. Based on my knowledge, the servicing information required to be provided to
the Trustee by the Master Servicer under the Pooling and Servicing
Agreement is included in these reports;
4. I am responsible for reviewing the activities performed by the Servicers
under the Purchase and Servicing Agreements and based upon mu knowledge and
the annual compliance review required under the Purchase and Servicing
Agreements, and except as disclosed in the reports, each Servicer has
fulfilled its obligations under the related Purchase and Servicing
agreement; and
5. The reports disclose all significant deficiencies relating to each
Servicer's compliance with the minimum servicing standards based upon the
report provided by an independent public accountant, after conductiong a
review in compliance with the Uniform Single Attestation Program for
Mortgage Bankers or procedures as set forth in the related Purchase and
Servicing Agreement, that is included in these reports.
In giving the certifications above, I have reasonably relied on information
provided to me by the following unaffiliated parties: Bank of America as
Servicer, Bank One, N.A. as Servicer, Countrywide Home Loans Inc. as
Servicer, Downey Savings as Servicer, GMAC Mortgage Corp as Servicer, HSBC
Bank, USA as Servicer, Mid America Bank, FSB as Servicer, National City
Mortgage Co as Servicer, and Sun Trust Mortgage Inc as Servicer.
Date: March 30, 2004
/s/ Michael Watchke
Signature
Vice President
Title
Ex-99.1 (a)
(Logo) PricewaterhouseCoopers
PricewaterhouseCoopers
llP 214 N.Tryon Street
Ste 3600
Charlotte NC 28202
Telephone (704) 344 7500
Facsimile (704) 344 4100
Report of Independent Accountants
To the Board of Directors and Shareholder of Bank of America, N.A.
We have examined management's assertion about compliance by the mortgage
division of Bank of America, N.A. (the "Company"), an operating division of Bank
of America, N.A., with the minimum servicing standards identified in the
Mortgage Bankers Association of America's Uniform Single Attestation Program for
Mortgage Bankers ("USAP") as of and for the year ended December 31, 2003
included in the accompanying management assertion (see Exhibit 1). Management is
responsible for the Company's compliance with those minimum servicing standards.
Our responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
minimum servicing standards and performing such other procedures as we
considered necessary in the circumstances. We believe that our examination
provides a reasonable basis for our opinion. Our examination does not provide a
legal determination on the Company's compliance with the minimum servicing
standards.
In our opinion, management's assertion that the Company complied with the
aforementioned minimum servicing standards as of and for the year ended December
31,2003 is fairly stated, in all material respects.
/s/ PriceWaterhouseCooper
March 2, 2004
Ex-99.1 (b)
(Logo) KPMG
KPMG LLP
Suite 200
150 Fayetteville SueGT Mall
P.O. Box 29543 Raleigh, NC 27626-0543
Independent Accountants' report
The Board of Directors
Wendover Financial Service Corporation
We have examined Wendover Financial Services Corporation's (an indirect wholly
owned subsidiary of Electronic Data Systems Corporation) (Wendover) compliance
with the minimum servicing standards set forth in the Mortgage Bankers
Association of America's Uniform Single Attestation Program for Mortgage Bankers
for the year ended December 31, 2003, except for minimum servicing standard
ill.3 which Wendover has out sourced to third parties and therefore dOC3 not
perform internally. Management responsible for Wendover's compliance with those
minimum servicing standards. Our responsibility is to express an opinion on
Wendover's compliance based on our examination.
Our examination was conducted in accordance with attestation standards
established by the American Institute of Certified Public Accountants and,
accordingly, included examining, on a test basis, evidence about Wendover's
compliance with the minimum servicing standards specified above and performing
such other procedures as we considered necessary in the circumstances. We
believe that our examination provides a reasonable basis for our opinion. Our
examination does not provide a legal determination on Wendover's compliance with
the minimum servicing standards.
Our examination disclosed the following noncompliance with Section VI.I of the
aforementioned minimum servicing standards applicable to Wendover as of and for
the year ended December 31. 2003.
Delinquencies (Section VI.I)
For 6 out of 146 delinquent accounts examined, documentation failed to exist for
collection attempts in the form of phone calls or letters sent.
In our opinion, except for the noncompliance with Section VI.I of the minimum
servicing standards described above, Wendover compiled in all material respects;
with the minimum servicing standards described above for the year ended December
31, 2003.
/s/ KPMG LLP
February 18, 2004
(logo) KPMG
Ex-99.1 (c)
Grant Thornton (logo)
Accountants and Management Consultants
REPORT OF INDEPENDENT ACCOUNTANTS ON MANAGEMENT'S
ASSERTION ON COMPLIANCE WITH MINIMUM SERVICING STANDARDS
SET FORTH IN THE UNIFORM SINGLE ATTESTATION PROGRAM FOR
MORTGAGE BANKERS
Board of Directors
Countrywide Financial Corporation
We have examined management's assertion about Countrywide Financial Corporation
and Subsidiaries' (including its wholly-owned subsidiary, Countrywide Home
Loans, Inc. ("CHL") and Countrywide Home Loans Servicing, L.P., a wholly-owned
subsidiary of CHL) ("the Company") compliance with the minimum servicing
standards identified in the Mortgage Bankers Association of America's Uniform
Single Attestation Program for Mortgage Bankers (USAP) as of and for the year
ended December 31, 2003 included in the accompanying management assertion.
Management is responsible for the Company's compliance with those minimum
servicing standards. Our responsibility is to express an opinion on management's
assertion about the entity's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
minimum servicing standards and performing such other procedures as we
considered necessary in the circumstances. We believe that our examination
provides a reasonable basis for our opinion. Our examination does not provide a
legal determination on the Company's compliance With the minimum servicing
standards.
In our opinion, management's assertion that Countrywide Financial Corporation
and Subsidiaries (including its wholly-owned subsidiary, Countrywide Home Loans,
Inc., and Countrywide Home Loans Servicing, L.P., a wholly-owned subsidiary of
CHL) complied with the aforementioned minimum servicing standards as of and for
the year ended December 31,2003 is fairly stated, in all material respects,
except as disclosed in the attached Schedule of Findings.
/s/ Grant Thorton LLP
Los Angeles, California
February 27, 2004
Suite 300
1000 Wilshire Blvd.
Los Angeles, CA 90017 2464
T 213 627-1717
F 213 624-6793
W www.grantthornton.com
Grant Thornton LLP
US Member of Grant Thornton International
Ex-99.1 (d)
(logo) KPMG
KPMG LLP
Suite 2000
355 South Grand Avenue
Los Angeles, CA 90071-1568
Independent Accountants' Report
The Board of Directors
Downey Financial Corp.
We have examined management's assertion, included in the accompanying
Management's Report on Compliance with Minimum Servicing Standards, that Downey
Financial Corp. and subsidiaries (Downey) complied with the minimum servicing
standards set forth in the Mortgage Bankers Association of America's Uniform
Single Attestation Program for Mortgage Bankers as of and for the year ended
December 31, 2003. Management is responsible for Downey's compliance with those
minimum servicing standards. Our responsibility is to express an opinion on
management's assertion about Downey's compliance based on our examination.
Our examination was conducted in accordance with attestation standards
established by the American Institute of Certified Public Accountants and,
accordingly, included examining, on a test basis, evidence about Downey's
compliance with the minimum servicing standards specified above and performing
such other procedures as we considered necessary in the circumstances. We
believe that our examination provides a reasonable basis for our opinion. Our
examination does not provide a legal determination on Downey's compliance with
the minimum servicing standards.
In our opinion, management's assertion that Downey complied with the
aforementioned minimum servicing standards during the year ended December 31,
2003 is fairly stated, in all material respects.
/s/ KPMG LLP
January 16,2004
KPMG LLP. a U.S. limited liability partnership, is the U.S..
member firm of KPMG International. a Swiss cooperative
Ex-99.1 (e)
(logo) PRICEWATERHOUSECOOPERS
PricewaterhouseCoopers LLP
125 High Street
Boston MA 02110
Telephone (617) 530 5000
facsimile (617) 530-5001
Report of Independent Auditors
To the Board of Directors and Stockholder
of GMAC Mortgage Corporation:
We have examined management's assertion about GMAC Mortgage Corporation and its
subsidiaries' (the "Company") compliance with the minimum servicing standards
("standards") identified in the Mortgage Bankers Association of America's
Uniform Single Attestation Program for Mortgage Bankers ("USAP") as of and for
the year ended December 31, 2003 included in the accompanying management
assertion (see Exhibit I). Management is responsible for the Company's
compliance with those minimum servicing standards. Our responsibility is to
express an opinion on management's assertion about the entity's compliance based
on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
standards and performing such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion. Our examination does not provide a legal determination on the
Company's compliance with the standards.
In our opinion, management's assertion that the Company complied with the
aforementioned standards as of and for the year ended December 31, 2003 is
fairly stated, in all material respects.
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
March 24, 2004
Ex-99.1 (f)
(logo) KPMG
KPMG LLP
Suite 601
12 Fountain Plaza Buffalo. NY 14202
Independent Accountants' Report
The Board of Directors
HSBC Mortgage Corporation (USA):
We have examined management's assertion, included in the accompanying Management
Assertion, that HSBC Mortgage Corporation (USA) complied with the minimum
servicing standards set forth in the Mortgage Bankers Association of America's
Uniform Single Attestation Program for Mortgage Bankers (USAP) as of and for the
year ended December 31, 2003. Management is responsible for HSBC Mortgage
Corporation (USA)'s compliance with those minimum servicing standards. Our
responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.
Our examination was conducted in accordance with attestation standards
established by the American Institute of Certified Public Accountants and,
accordingly, included examining, on a test basis, evidence about HSBC Mortgage
Corporation (USA)'s compliance with the minimum servicing standards specified
above and performing such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion. Our examination does not provide a legal determination on HSBC
Mortgage Corporation (USA)'s compliance with the minimum servicing standards.
In our opinion, management's assertion that HSBC Mortgage Corporation (USA)
complied with the aforementioned minimum servicing standards during the year
ended December 31, 2003 is fairly stated, in all material respects.
February 2, 2004 Buffalo, New York
/s/ KPMG
KPMG LLP, a US limited liability partnership, is the US member firm of KPMG
International. a Swiss cooperative
Ex-99.1 (g)
KPMG (logo)
KPMG LLP
303 East Wacker Drive
Chicago, IL 60601-5212
Independent Accountants' Report
The Board of Directors
MidAmerica Bank, fsb:
We have examined management's assertion, included in the accompanying Management
Assertion, that MidAmerica Bank, fsb (Bank) complied with the minimum servicing
standards set forth in the Mortgage Bankers Association of America's Uniform
Single Attestation Program for Mortgage Bankers as of and for the year ended
December 31, 2003. Management is responsible for the Bank's compliance with
those minimum servicing standards. Our responsibility is to express an opinion
on management's assertion about the Bank's compliance based on our examination.
Our examination was conducted in accordance with attestation standards
established by the American Institute of Certified Public Accountants and,
accordingly, included examining, on a test basis, evidence about the Bank's
compliance with the minimum servicing standards specified above and performing
such other procedures as we considered necessary in the circumstances. We
believe that our examination provides a reasonable basis for our opinion. Our
examination does not provide a legal determination on the Bank's compliance with
the minimum servicing standards.
In our opinion, management's assertion that the Bank complied with the
aforementioned minimum servicing standards during the year ended December 31,
2003 is fairly stated, in all material respects.
/s/ KPMG LLP
March 5, 2004
(logo) KPMG LLP, a U.S. limited liability partnership, is the U.S. member firm
of KPMG International, a Swiss Cooperative.
Chicago Office Celebrating 100 years
Ex-99.1 (h)
(LOGO) ERNST & YOUNG
Ernst & Young LLP
1300 Huntington Building
925 Euclid Avenue
Cleveland, Ohio 44115
Phone: (216) 861-5000
www.ey.com
Report on Management's Assertion on Compliance
with the Specified Minimum Servicing Standards Set Forth in the
Uniform Single Attestation Program for Mortgage Bankers
Report of Independent Accountants
Board of Directors
National City Mortgage Co.
We have examined management's assertion, inc1uded in the accompanying report
titled Report of Management, that National City Mortgage Co. (NCM) complied with
the servicing standards identified in Exhibit A to the Report of Management (the
specific minimum servicing standards) as set forth in the Mortgage Bankers
Association of America's Uniform Single Attestation Program for Mortgage Bankers
(USAP) during the year-ended December 31, 2003. Management is responsible for
NCM's compliance with the specified minimum servicing standards. Our
responsibility is to express an opinion on management's assertions about NCM's
compliance based on our examination.
Our examination was made in accordance with attestation standards established by
the American Institute of Certified Public Accountants and, accordingly,
included examining, on a test basis, evidence about NCM's compliance with the
specified minimum servicing standards and performing such other procedures as we
considered necessary in the circumstances. We believe that our examination
provides a reasonable basis for our opinion. Our examination does not provide a
legal determination on NCM's compliance with specified minimum servicing
standards.
In our opinion, management's assertion that NCM complied with the aforementioned
specified minimum servicing standards during the year ended December 31, 2003,
is fairly stated, in all material respects.
/s/ Ernst & Young LLP
February 25, 2004
A Member Practice of Ernst & Young Global
Ex-99.1 (i)
(logo) PRICEWATERHOUSECOOPERS
PricewaterhouseCoopers LLP
1751 Pinnacle Drive
McLean VA 22102-3811
Telephone (703) 918 3000
Facsimile (703) 918 3100
Report of Independent Auditors
To the Board of Directors and Stockholder
of SunTrust Mortgage, Inc. and Subsidiaries:
We have examined management's assertion about SunTrust Mortgage, Inc. and its
subsidiaries (the "Company") compliance with the minimum servicing standards
identified in the Mortgage Bankers Association of America's Uniform Single
Attestation Program for Mortgage Bankers ("USAP") as of and for the year ended
December 31, 2003 included in the accompanying management assertion (see Exhibit
I). Management is responsible for the Company's compliance with those minimum
servicing standards. Our responsibility is to express an opinion on management's
assertion about the Company's compliance based on our examination.
Our examination was made in accordance with attestation standards established by
the American Institute of Certified Public Accountants and, accordingly,
included examining, on a test basis, evidence about the Company's compliance
with the minimum servicing standards and performing such other procedures as we
considered necessary in the circumstances. We believe that our examination
provides a reasonable basis for our opinion. Our examination does not provide a
legal determination on the Company's compliance with the minimum servicing
standards.
In our opinion, management's assertion that the Company complied with the
aforementioned minimum servicing standards as of and for the year ended December
31, 2003 is fairly stated, in all material respects.
/s/ PriceWaterhouseCoopers LLP
PriceWaterhouseCoopers LLP
March 12, 2004
Ex-99.1 (j)
KPMG (logo)
KPMG LLP
2500 Ruan Center
666 Grand Avenue
Des Moines, IA 50309
Independent Accountants' Report
The Board of Directors
Wells Fargo Home Mortgage, Inc.:
We have examined management's assertion dated February 25, 2004 that Wells Fargo
Home Mortgage, Inc. (the Company) complied with the minimum servicing standards
set forth in the Mortgage Bankers Association of America's Uniform Single
Attestation Program for Mortgage Bankers (USAP) as of and for the year ended
December 31, 2003. Management is responsible for the Company's compliance with
those minimum servicing standards. Our responsibility is to express an opinion
on management's assertion about the Company's compliance based on our
examination.
Our examination was conducted in accordance with attestation standards
established by the American Institute of Certified Public Accountants and,
accordingly, included examining, on a test basis, evidence about the Company's
compliance with the minimum servicing standards specified above and perfonning
such other procedures as we consideccd necessary in the circumstances. We
believe that our examination provides a reasonable basis for our opinion. Our
examination does not provide a legal determination on the Company's compliance
with the minimum servicing standards.
In our opinion, management's assertion that the Company complied with the
aforementioned minimum servicing standards as of and for the year ended December
31, 2003, is fairly stated, in a11 material respects.
/s/ KPMG LLP
February 25, 2004
KPMG LLP a US limited liability partnership, is the US member of KPMG
international a Swiss corporation
Ex-99.2 (a)
Exhibit I
Bank of America
Management's Assertion Concerning Compliance
with USAP Minimum Servicing Standards
March 2, 2004
As of and for the year ended December 31,2003, the Mortgage division of Bank of
America, N.A. (the "Company"), has complied in all material respects with the
minimum servicing standards set forth in the Mortgage Bankers Association of
America's Uniform Single Attestation Program for Mortgage Bankers ("USAP").
As of and for this same period, the Company had in effect a fidelity bond and
errors and omissions policy in the amounts of $340,000,000 and $270,000,000,
respectively.
/s/ Ashish Kamit
Ashish Kamit
Senior Vice President and Managing Director
Bank of America, N .A.
/s/ J Mark Hanson
J Mark Hanson
Senior Vice President
Bank of America, N .A.
/S/ H Randell Chestnut
Senior Vice President
Bank of America, N.A.
Gary K Bettin
Senior Vice President and National Servicing Executive Bank of America, N .A.
/s/ Kevin M Shannon
Kevin M. Shannon
President
Consumer Real Estate
Bank of America, N.A.
USA
[Olympic rings]
2000-2004
US Olympic Teams
Ex-99.2 (b)
(logo) Wendover an EDS company
Management Assertion
As of and for the year ended December 31, 2003, Wendover financial services
Corporation (An indirect and Wholly-owned subsidiary of Electronic Data systems
Corporation ("Wendover") Complied in all Material respects, except for the
matters described below with minimum servicing standards set forth in the
Mortgage Bankers Association of America's of America's Uniform Single
Attestation Program for Mortgage Bankers. As of and for this same period,
Wendover had in effect a fidelity bond policy and errors and omissions policy in
the amount of $25,000,000.
As of and for the year ended December 31, 2003, Wendover noted the instances of
noncompliance with section VI.I of the Aforementioned Minimum servicing
standards.
Delinquencies (Section VI: 1)
For 6 out of 146 de1lenquent accounts examined. Documentation failed to exist
for collection attempts in the form of phone calls or letters sent
/s/ Susan O'Doherty
Susan O'Doherty
President
February 18, 2004
Date
/s/ John Wilkinson
John Wilkinson
Vice President, Chief financial officer
February 18, 2004
Date
72.S N. Regional Road
Greensboro, NC 27409
Ex-99.2 (c)
(logo) Countrywide
4500 Park Granada
Calabasas, California 91302
(818) 225-3000
February 27, 2004
Grant Thornton LLP
1000 Wilshire Boulevard
Suite 300
Los Angeles, CA 900 17
Gentlemen:
As of and for the year ended December 31. 2003, Countrywide Financial
Corporation and Subsidiaries (which includes its wholly-owned subsidiary,
Countrywide Home Loans, Inc. ("CHI."), and Countrywide Home Loans Servicing,
L.P., a wholly owned subsidiary of CHL) ("the Company") has complied in all
material respects with the minimum servicing standards set forth in the Mortgage
Bankers Association of America's Uniform Single Attestation for Mortgage
Bankers, except as disclosed in the attached Schedule of Findings to the report.
As of and for this same period the Company had in effect a fidelity bond and
errors and omissions policy in the amount of $215 million and $240 million
respectively.
The Company investigated the matters noted in lhe Schedule of Findings and noted
that due to significant increases in volume of activity and staff turn-over,
these accounts were being handled by inexperienced staff members. The Company
has since increased the number and quality of staff in this area through
additional hiring and training. As a result, manngemcnt is not aware of any
cuuent USAP violations related to these accounts.
Sincerely.
/s/ Thomas K. McLaughlin
Thomas K. McLaughlin
Senior Managing Director and
Chief Financial Officer
/s/ Kevin Meyers
Kevin Meyers
Managing Director Finance
Loan Administration
COUNTRYWIDE FINANCIAL CORPORATION
SCHEDULE OF FINDINGS - USAP
DECEMBER 31, 2003
Statement of Condition:
During our testing of the Custodial Cash bank reconciliations, we noted that 1
reconciliation out of 30 reconciliations was not prepared within 45 days of the
cutoff date. Additionally, there were 2 reconciliations out of 30
reconciliations that had items outstanding greater than 90 days that could have
been cleared earlier. Each of these exceptions did not meet the minimum
servicing standards set forth in the Mortgage Banker's Association's Uniform
Single Attestation Program for Mortgage Bankers (the USAP).
Criteria:
The Uniform Single Attestation Program for Mortgage Bankers, Section I.1.
requirement that reconciliations are mathematically accurate and are prepared
within forty-five (45) calendar days after the cutoff date. Reconciling items
shall also be resolved within ninety (90) calendar days of their original
identification.
Recommendation:
We recommend that the Company prepare Custodial Cash bank reconciliations and
clear reconciling items within the minimum time periods specified by the USAP.
Corrective Action Plan:
Due to significant increases in volume of activity and staff turn-over, these
accounts were being handled by inexperienced staff members. The Company has
since increased the number and quality of staff in this area through additional
hiring and training. As a result, the Company is not aware of any current USAP
violations related to these accounts.
Ex-99.2 (d)
Downey Financial Corp. (logo)
Management's Report on Compliance with
Minimum Servicing Standards
As of and for the year ended December 31, 2003, Downey Financial Corp. and its
subsidiaries ("Downey") has complied in all material respects with the minimum
servicing standards set forth in the Mortgage Bankers Association of America's
Uniform Single Attestation Program for Mortgage Bankers. As of and for this same
period, Downey had in effect a fidelity bond in the amount of $15 million limit
per loss and $30 million aggregate limit and an errors and omissions policy in
the amount of $20 million.
/s/ Daniel D. Rosenthal
Daniel D. Rosenthal
President and
Chief Executive Officer
/s/ Thomas E. Prince
Thomas E. Prince
Executive Vipe President and
Chief Financial Officer
January 16, 2004
Downey Financial Corp.
3501 Jamboree Road . P.O. Box 6000 . Newport Beach, California 92658-6000 .
(949) 509-4500
Ex-99.2 (e)
(logo) GMAC Mortgage
Exhibit 1
Managements Assertion Concerning Compliance
with USAP Minimum Servicing Standards
March 19,2004
As of and for the year ended December 31, 2003, GMAC Mortgage Corporation and
its subsidiaries (the "Company") have complied in all material respects with the
minimum servicing standards (the "Standards") set forth in the Mortgage Bankers
Association of America's Uniform Single Attestation Program for Mortgage Bankers
("USAP").
As of and for this same period the Company had in effect fidelity bond and
errors and omissions policies in the amounts of $125,000,000 and $100,000,000,
respectively.
/s/ David Applegate
David Applegate
Chief Executive Officer
GMAC Residential Holding Corp
/s/ Ralph Hall
Ralph Hall
Chief Operating Officer
GMAC Residential Holding Corp
Ex-99.2 (f)
(logo) HSBC
Management Assertion
As of and for the year ended December 31, 2003, HSBC Mortgage Corporation (USA)
complied in all material respects with the minimum servicing standards set forth
in the Mortgage Bankers Association of America Uniform Single Attestation
Program for Mortgage Bankers. As of and for this same period, HSBC Mortgage
Corporation (USA) had in effect fidelity bond and errors and omissions policies
in the amount of$660,691,500 and $48,000,000, respectively.
/s/ David J. Hunter
David J. Hunter
President
/s/ Daniel B. Duggan
Daniel B. Duggan
SVP, Risk Management I
/S/ Gary P. Zimmermann
Gary P. Zimmermann
SVP, Mortgage Services
HSBC Mortgage Corporation (USA)
2929 Walden Avenue. Depew, NY 14004
Ex-99.2 (g)
MidAmerica Bank (logo)
55th & Holmes Avenue
Clarendon Hills, Illinois (630) 325-1500
(630) 325-7300
www.midamericabank.com
Management Assertion
As of and for the year ended December 31. 2003, MidAmerica Bank fsb (Bank)
complied in all material respects with the minimum servicing standards set forth
in the Mortgage Bankers Association of America's Uniform Single Attestation
Program for Mortgage Bankers. As of and for this same period, the Bank had in
effect a fidelity bond poliCy in the amount of $20,000.000 aggregate and errors
and omissions policy in the amount of $7,500,000.
March 5, 2004
/s/ Allen Koranda
Allen Koranda
Chairman of the Board and
Chief Executive Officer
/s/ Kenneth Koranda
Kenneth Koranda
President
/s/ Jerry Webering
Jerry Webering
Executive Vice President and
Chief Financial Officer
Paying a higher rate of attention
(logo) FDIC Insured
Ex-99.2 (h)
Management's Assertion on Compliance with the Specified Minimum
Servicing Standards Set Forth in the Uniform Single Attestation Program
for Mortgage Bankers
Report of Management
We, as members of management of National City Mortgage Co. (NCM), are
responsible for complying with the servicing standards identified in the
attached Exhibit A (the specified minimum servicing standards) as set forth in
the Mortgage Bankers Association of America's Uniform Single Attestation Program
for Mortgage Bankers (USAP). We are also responsible for establishing and
maintaining effective internal control over compliance with these specified
minimum servicing standards. We have performed our evaluation of NCM's
compliance with the specified minimum servicing standards as of December 31,
2003 and for the year then ended. Based on this evaluation, we assert that
during the year ended December 31, 2003, NCM complied, in all material respects,
with the specified minimum servicing standards set forth in the USAP.
As of December 31, 2003 and for the year then ended, NCM had in effect a
fidelity bond policy in the amount of $200 million and an errors and omissions
policy in the amount of $200 million.
/s/ Steven M. Scheid
Steven M. Scheid, Senior Vice President
February 25, 2004
Exhibit A
Specified Minimum Servicing Standards
I. Custodial Bank Accounts
1. Reconciliations shall be prepared on a monthly basis for all custodial
bank accounts and related bank clearing accounts. These reconciliations
shall:
a. be mathematically accurate;
b. be prepared within forty-five (45) calendar days after the cutoff date.
The cutoff date is the date as of which a bank account is reconciled
every month. It may, or may not, coincide with a prescribed investor
reporting date but shall be consistent from period to period;
c. be reviewed and approved by someone other than the person who prepared
the reconciliation; and
d. document explanations for reconciling items. These reconciling items
shall be resolved within ninety (90) calendar days of their original
identification.
2. Funds of the servicing entity shall be advanced in cases where there is an
overdraft in an investor's or a mortgagor's account.
3. Each custodial account shall be maintained at a federally insured
depository institution in trust for the applicable investor.
4. Escrow funds held in trust for a mortgagor shall be returned to the
mortgagor within thirty (30) calendar days of payoff of the mortgage loan.
II. Mortgage Payments
1. Mortgage payments shall be deposited into the custodial bank accounts and
related bank clearing accounts within two (2) business days of receipt.
2. Mortgage payments made in accordance with the mortgagor's loan documents
shall be posted to the applicable mortgagor records within two (2)
business days of receipt.
3. Mortgage payments shall be allocated to principal, interest, insurance,
taxes or other escrow items in accordance with the mortgagor's loan
documents.
4. Mortgage payments identified as loan payoffs shall be allocated in
accordance with the mortgagor's loan documents.
Exhibit A
Specified Minimum Servicing Standards (continued)
III. Disbursements
1. Disbursements made via wire transfer on behalf of a mortgagor or investor
shall be made only by authorized personnel.
2. Disbursements made on behalf of a mortgagor or investor shall be posted
within two (2) business days to the mortgagor's or investor's records
maintained by the servicing entity.
3. Tax and insurance payments shall be made on or before the penalty or
insurance policy expiration dates, as indicated on tax bills and insurance
premium notices, respectively, provided that such support has been
received by the servicing entity at least thirty (30) calendar days prior
to these dates.
4. Any late payment penalties paid in conjunction with the payment of any tax
bill or insurance premium notice shall be paid from the servicing entity's
funds and not charged to the mortgagor, unless the late payment was due to
the mortgagor's error or omission.
5. Amounts remitted to investors per the servicer's investor reports shall
agree with cancelled checks, or other form of payment, or custodial bank
statements.
6. Unissued checks shall be safeguarded so as to prevent unauthorized access.
IV. Investor Accouting and Reporting
1. The servicing entity's investor reports shall agree with, or reconcile to,
investors' records on a monthly basis as to the total unpaid principal
balance and number of loans serviced by the servicing entity.
V. Mortgagor Loan Accounting
1. The servicing entity's mortgage loan records shall agree with, or
reconcile to, the records of mortgagors with respect to the unpaid
principal balance on a monthly basis.
2. Adjustments on adjustable rate mortgage (ARM) loans shall be computed
based on the related mortgage note and any ARM rider.
3. Escrow accounts shall be analyzed, in accordance with the mortgagor's loan
documents, on at least an annual basis.
Exhibit A
Specified Minimum Servicing Standards (continued)
V. Mortgagor Loan Accounting (continued)
4. Interest on escrow accounts shall be paid, or credited, to mortgagors in
accordance with the applicable state laws.
VI. Delinquencies
1. Records documenting collection efforts shall be maintained during the
period a loan is in default and shall be updated at least monthly. Such
records shall describe the entity's activities in monitoring delinquent
loans including, for example, phone calls, letters and mortgage payment
rescheduling plans in cases where the delinquency is deemed temporary
(i.e., illness or unemployment).
VII. Insurance Policies
1. A fidelity bond and errors and omissions policy shall be in effect on the
servicing entity throughout the reporting period in the amount of coverage
represented to investors in management's assertion.
Ex-99.2 (i)
SunTrust Mortgage, Inc.
901 Semmes A venue
Richmond, VA 23224
(Logo) SUNTRUST
Exhibit I
Management's Assertion Concerning Compliance
with USAP Minimum Servicing Standards
March 12, 2004
As of and for the year ended December 31,2003, Sun Trust Mortgage, Inc. and its
subsidiaries (the "Company") have complied in all material respects with the
minimum servicing standards set forth in the Mortgage Bankers Association of
America's Uniform Single Attestation Program for Mortgage Bankers ("USAP") (see
Exhibit II).
As of and for this same period, the Company had in effect a SunTrust Banks, Inc.
fidelity bond and errors and omissions policy in the amount of$150 million and a
SunTrust Banks, Inc mortgage errors and omissions policy in the amount of $25
million.
/s/ Robert S. Reynolds
Robert S. Reynolds
Executive Vice President & Chief Administrative Officer
/s/ Julee W. Andrews
Julee W. Andrews
Senior Vice President, Treasurer & Chief Financial Officer
/s/ Jack Purcell
Jack Purcell
Senior Vice President, Loan Administration
Exhibit II
USAP MINIMUM SERVICING STANDARDS
I. CUSTODIAL BANK ACCOUNTS
1. Reconciliation shall be prepared on a monthly basis for all custodial bank
accounts and related bank clearing accounts, These reconciliations shall:
..be mathematically accurate;
..be prepared within forty-five (45) calendar days after the cutoff date;
..be Review and approved by someone other then the person who has prepared the
Reconciliation; and
..document explanations for reconciling items, these reconciling items shall be
Resolved within ninety (90) calendar days of their original identification.
2. Funds of the servicing entity shall be advanced in cases where there is an
overdraft in an Investor's or a mortgagor's account.
3. Each custodial account shall be maintained at a federally insured depository'
institution in trust for the applicable investor.
4. Escrow funds held in trust for a mortgagor shall be returned to the mortgagor
within thirty (30) calendar days of payoff of the mortgage loan.
II. MORTGAGE PAYMENTS
1. Mortgage payments shall be deposited into the custodial bank accounts and
related bank clearing accounts within two business days of receipt.
2. Mortgage payments made in accordance with the mortgagor's loan documents
shall be posted to the applicable mortgagor records within two business days of
receipt.
3. Mortgage payments shall be allocated to principal, interest, insurance, taxes
or other escrow items in accordance with the mortgagor's loan documents.
4. Mortgage payments identified as loan payoffs shall be allocated in accordance
with the mortgagor's loan documents.
III. DISBURSEMENTS
1. Disbursements made via wire transfer on behalf of a mortgagor or investor
shall be made only by authorized personnel.
2. Disbursements made on behalf of a mortgagor or investor shall be posted
within two business days to the mortgagor's or investor's records maintained by
the servicing entity.
III. DISBURSEMENTS, continued
3. Tax and insurance payments shall be made on or bet ore the penalty or
insurance policy expiration dates, as indicated on tax bills and insurance
premium notices, respectively, provided that such support has been received by
the servicing entity at least thirty (30) calendar days prior to these dates.
4. Any late payment penalties paid in conjunction with the payment of any tax
bill or insurance premium notice shall be paid from the servicing entity's
funds and not charged to the mortgagor, unless the late payment Was due to the
mortgagor's error or omission.
5. Amounts remitted to investors per the servicer's investor reports shall agree
with cancelled checkS, or other form of payment, or custodial bank statements.
6. Unissued checks shall be safeguarded so as to prevent unauthorized access.
IV. INVESTOR ACCOUNTING AND REPORTING
1. The servicing entity's investor reports shall agree with, or reconcile to,
investor's records on a monthly basis as to the total unpaid principal balance
and number of loans serviced by the servicing entity.
V. MORTGAGOR LOAN ACCOUNTING
1. The servicing entity's mortgage loan records shall agree with, or reconcile
to, the records of mortgagors with respect to the unpaid principal balance on a
monthly basis.
2. Adjustments on ARM loans shall be computed based on the related mortgage note
and any ARM rider.
3. Escrow accounts shall be analyzed, in accordance with the mortgagor's loan
documents, on at least an annual basis.
4. Interest on escrow accounts shall be paid, or credited, to mortgagors in
accordance with the applicable state laws.
VI. DELINQUENCIES
1. Records documenting collection efforts shall be maintained during the period
a loan is in default and shall be updated at least monthly. Such records shall
describe the entity's activities in monitoring delinquent loans including, for
example, phone calls, letters and mortgage payment rescheduling plans in cases
where the delinquency is deemed temporary (e.g., illness or unemployment).
VII. INSURANCE POLICIES
1. A fidelity bond and errors and omissions policy shall be in effect 01'1 the
servicing entity throughout the reporting period in the amount of coverage
represented to investors in management's assertion.
Ex-99.2 (j)
(Logo) WELLS FARGO HOME MORTGAGE
Management Assertion
As of and for the year ended December 31, 2003, Wells Fargo Home Mortgage, Inc,
has complied in all material respects with the minimum servicing standards set
forth in the Mortgage Bankers of America's Uniform Single Attestation Program
for Mortgage Bankers. As of and for this same period, Wel1s Fargo Home Mortgage,
Inc. had in effect a fidelity bond along with an errors and omissions policy in
the amounts of $lOO million and $20 million, respectively.
/s/ Pete Wissinger
February 25, 2004
Pete Wissinger
Chief Executive Officer
/s/ Michael J. Heid
February 25, 2004
Michael J. Heid
Executive Vice President
/s/ Michael Lepore
February 25, 2004
Michael Lepore
Executive Vice President
Loan Servicing
/s/ Robert Caruso
February 25, 2004
Robert Caruso
Executive Vice President
Servicing Operations
Ex-99.3 (a)
Bank of America (Logo)
Bank of America
475 CrossPoint Parkway
PO Box 9000
Getzville, NY 14068-9000
Officer's Certificate
Pursuant to the terms of the Servicing Agreement, the undersigned officer
certifies to the following:
1. All hazard (or mortgage impairment if applicable), flood, or other casualty
insurance and primary mortgage guaranty insurance premiums, taxes, ground
rents, assessments, and other charges have been paid in connection with the
Mortgaged Properties;
2. Each officer has reviewed the activities and performance of the
Seller/Servicer during the preceding calendar year and to the best of each
officer's knowledge, based on such review, the Seller/Servicer has fulfilled
all of its obligations under the Agreement throughout the year.
Certified By: /s/ Cynthia A. Mech
Cynthia A. Mech
Vice President
Ex-99.3 (b)
Exhibit "A"
Wells Fargo Bank Minnesota, N.A.
9062 Old Annapolis Rd.
Columbia, MD 21045
Attention: Master Servicing
RE: Officer's Certificate
Dear Master Servicer:
The undersigned Officer certifies the following for the 2003 fiscal year:
(A) I have reviewed the activities and performance of the Servicer during the
preceding fiscal year under the terms of the Servicing Agreement, Trust
Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide and to
the best of these Officers' knowledge, the Servicer has fulfilled all of its
duties, responsibilities or obligations under these Agreements throughout such
year, or if there has been a default or failure of the servicer to perform any
of such duties, responsibilities or obligations, a description of each default
or failure and the nature and status thereof has been reported to Wells Fargo
Bank Minnesota, N.A.;
(B) I have confirmed that the Servicer is currently an approved FNMA or FHLMC
servicer in good standing;
(C) I have confirmed that the Fidelity Bond, the Errors and Omissions Insurance
Policy and any other bonds required under the terms of the Servicing Agreement,
Trust Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide
are in full force and effect;
(D) All premiums for each Hazard Insurance Policy, Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable), with respect
to each Mortgaged Property, have been paid and that all such insurance policies
are in full force and effect;
(E) All real estate taxes, governmental assessments and any other expenses
accrued and due, that if not paid could result in a lien or encumbrance on any
Mortgaged Property, have been paid, or if any such costs or expenses have not
been paid with respect to any Mortgaged Property, the reason for the non-payment
has been reported to Wells Fargo Bank Minnesota, N.A.;
(F) All Custodial Accounts have been reconciled and are properly funded; and
(G) All annual reports of Foreclosure and Abandonment of Mortgage Property
required per section 6050H, 6050J and 6050P of the Internal Revenue Code,
respectively, have been prepared and filed.
Certified By:
/s/ Harold R Tower
Title: First Vice President
Date 3/2/04
Ex-99.3 (c)
(Logo) Countrywide
HOME LOANS
400 Countrywide Way, SV-44
Simi Valley, California 93065-6298
(805) 520-5100
March 18, 2004
Norwest Bank Minn., N.A.
11000 Brokenland Parkway
Columbia, MD 21004
ARM: Karen Chapple
OFFICER'S CERTIFICATE
I, Joseph Candelario, hereby certify that I am the First Vice President, Loan
Administration of Countrywide Home Loans, Inc., fka Countrywide Funding
Corporation. I further certify, with respect to the Servicing Agreements for
Countrywide Mortgage Obligations, Inc., the following:
I have reviewed the activities and performance of the Servicer during the fiscal
year ended December 31, 2003 under the Agreements and, to the best of my
knowledge, based on my review, the Servicer has fulfilled all of its duties,
responsibilities or obligations under the Agreements throughout the fiscal year.
/s/ Joseph Candelario
Joseph Candelario
First Vice President
Compliance Officer
Loan Administrator
3/18/04
Date
Re: Investor Number 5
Ex-99.3 (d)
(logo) Downey Savings
TO: Wells Fargo Bank Minnesota, N.A.
RE: Officers Certificate
Dear Master Servicer:
The undersigned officer certifies the following for the 2003 fiscal year:
(A) I have reviewed the activities and performance of the Servicer during the
preceding fiscal year under the terms of the Servicing Agreement, Trust
Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide and
to the best of these officers knowledge, the Servicer has fulfilled all of
its duties, responsibilities or obligations under these Agreements
throughout such year, or if there has been a default or failure of the
Servicer to perform any of such duties, responsibilities or obligations, a
description of each default or failure and the nature and status thereof has
been reported to Wells Fargo Bank Minnesota, N.A.;
(B) I have confirmed that the Servicer is currently an approved FNMA or FHLMC
servicer in good standing;
(C) I have confirmed that the Fidelity Bond, the Errors and Omissions Insurance
Policy and any other bonds required under the terms of the Servicing
Agreement, Trust Agreement, Pooling and Servicing Agreement and/or Seller/
Servicer Guide are in full force and effect;
(D) All premiums for each Hazard Insurance Policy, Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable) with
respect to each Mortgaged Property, have been paid and that all such
insurance policies are in full force and effect;
(E) All real estate taxes, governmental assessments and any other expenses
accrued and due, that if not paid could result in a lien or encumbrance on
any Mortgage Property, have been paid, or if any such costs or expenses have
not been paid with respect to any Mortgaged Property, the reason for the
non-payment has been reported to Wells Fargo Bank Minnesota, N.A.;
(F) All custodial Accounts have been reconciled and are properly funded; and
(G) All annual reports of Foreclosure and Abandonment of Mortgage Property
required per section 6050H, 6050J and 6050P of the Internal Revenue Code,
respectively, have been prepared and filed.
Certified By:
/s/ Kevin W. Hughes
Officer Kevin W. Hughes
Sr. Vice President
Title
March 16, 2004
Date
DOWNEY SAVINGS AND LOAN ASSOCIATION, F.A.
Corporate Headquarters: 3501 Jamboree Road - P.O. Box 6000 - Newport Beach,
California 92658 - 949/854-3100
Ex-99.3 (e)
(logo) GMAC Mortgage
March 15, 2004
Wells Fargo Bank, NA
Attn: Kim Wiggins
9062 Old Annapolis Road
Columbia, MD 21045-1951
Re: Officers Statement of Compliance
Year Ending 2003
Wells Fargo Master Serviced Deals
We hereby certify to the best of our knowledge and belief, that for the calendar
year 2003:
1. A review of the activities of the Seller / Servicer and of performance
according to the Seller / Servicer contract has been made with the undersigned
Officer's knowledge.
2. To the best of the undersigned Officer's knowledge, and based on such review,
the Seller/ Servicer has fulfilled all its obligations under the Guides for such
year.
3. If applicable, GMACM has filed the information returns with respect to the
receipt of mortgage interest pursuant to Sections 6050H, 6050J and 6050P of the
Code, received in a trade or business, reports of foreclosures and abandonment's
of any Mortgaged Property and the information returns relating to cancellation
of indebtedness income with respect to any Mortgaged Property.
4. All hazard, flood, FHA mortgage insurance and primary mortgage insurance
premiums, taxes, ground rents, assessments and other lienable items have been
paid in connection with the mortgaged properties.
5. All property inspections have been completed as required.
6. Compliance relative to Adjustable Rate Mortgages has been met.
7. Fidelity Bond and Errors and Omissions Insurance coverage is current, in full
force and effect.
Servicer: GMAC Mortgage Corporation
By: /s/ Michael Kacergis
Name: Michael Kacergis
Title: Manager, Operations Risk Management
GMAC Mortgage Corporation
500 Enterprise Road
Horsham, PA 19044
Ex-99.3 (f)
Annual Statement as to Compliance
We have reviewed the activities and performance of HSBC Mortgage Corporation
(USA) under the Servicing Agreement for the year ended December 31,2003. To the
best of my knowledge, based upon such review, the HSBC Mortgage Corporation
(USA) has fulfilled its duties, responsibilities and obligations under the
Servicing Agreement.
/s/ Gary P. Zimmermann
Gary P. Zimmermann
Senior Vice President
Mortgage Servicing
Ex-99.3 (g)
MidAmerica
Bank (logo)
Wells Fargo Bank Minnesota, N.A.
9062 Old Annapolis Rd.
Columbia, MD 21045
Attention: Master Servicing
55th & Holmes Avenue
Clarendon Hills, Illinois (630) 325-1500
(630) 325-7300
www.midamericabank.com
RE: Officer's Certificate
Dear Master Servicer:
The undersigned Officer certifies the following for the 2003 fiscal year:
(A) I have reviewed the activities and performance of the Servicer during the
preceding fiscal year under the terms of the Servicing Agreement, Trust
Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide and
to the best of these Officers' knowledge, the Servicer has fulfilled all of
its duties, responsibilities or obligations under these Agreements
throughout such year, or if there has been a default or failure of the
servicer to perform any of such duties, responsibilities or obligations, a
description of each default or failure and the nature and status thereof has
been reported to Wells Fargo Bank Minnesota, N.A.;
(B) I have confirmed that the Servicer is currently an approved FNMA or FHLMC
servicer in good standing;
(C) I have confirmed that the Fidelity Bond, the Errors and Omissions Insurance
Policy and any other bonds required under the terms of the Servicing
Agreement, Trust Agreement, Pooling and Servicing Agreement and/or Seller/
Servicer Guide are in full force and effect;
(D) All premiums for each Hazard Insurance Policy, Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable), with
respect to each Mortgaged Property, have been paid and that all such
insurance policies are in full force and effect;
(E) All real estate taxes, governmental assessments and any other expenses
accrued and due, that if not paid could result in a lien or encumbrance on
any Mortgaged Property, have been paid, or if any such costs or expenses
have not been paid with respect to any Mortgaged Property, the reason for
the non-payment has been reported to Wells Fargo Bank Minnesota, N.A.;
(F) All Custodial Accounts have been reconciled and are properly funded; and
(G) All annual reports of Foreclosure and Abandonment of Mortgage Property
required per section 6050H, 6050J and 6050P of the Internal Revenue Code,
respectively, have been prepared and filed.
Certified By:
/s/ Christine Roberg
Officer
FVP - Controller
Title
3/15/04
Date
Paying a higher rate of attention.
(logo) FDIC Insured
Ex-99.3 (h)
National City Mortgage Co.
232 Newmark Drive. Miamisburg, Ohio 45342
Mortgage Telephone (937) 910-1200
Mailing Address:
P.O. Box 1820
Dayton, Ohio 45401-1820
EMC
C/o Wells Fargo Bank Minnesota NA
Attn: Mike Williams
9062 Old Annapolis Road
Columbia, Maryland 21045
RE: Officer's Certification -National City Mortgage Investor Number 436
Dear Master Servicer:
The undersigned Officer certifies the following for the 2003 fiscal year:
a. I have reviewed the activities and performance of the Servicer during the
preceding fiscal year under the terms of the Servicing Agreement, Trust
Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide and to
the best of this Officer's knowledge, the Servicer has fulfilled all of its
duties, responsibilities or obligations under these Agreements throughout such
year, or if there has been a default or failure of the servicer to perform any
of such duties, responsibilities or obligations, a description of each default
or failure and the nature and status thereof has been reported to EMC c/o Wells
Fargo Bank Minnesota NA;
b. I have confirmed that the Servicer is currently an approved FNMA or FHLMC
servicer in good standing;
c. I have confirmed that the Fidelity Bond, the Errors and Omissions Insurance
Policy and any other bonds required under the terms of the Servicing Agreement,
Trust Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide
are in full force and effect;
d. All premiums for each Hazard Insurance Policy, Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable), with respect
to each Mortgaged Property, have been paid and that all such insurance policies
are in full force and effect;
e. All real estate taxes, governmental assessments and any other expenses
accrued and due, that if not paid could result in a lien or encumbrance on any
Mortgaged Property, have been paid, or if any such costs or expenses have not
been paid with respect to any Mortgaged Property, the reason for the non-payment
has been reported to EMC c/o Wells Fargo Bank Minnesota NA;
f. All custodial accounts have been reconciled and are properly funded; and
g. All annual reports of Foreclosure and Abandonment of Mortgaged Property
required per section 6050H, 6050J and 6050P of the Internal Revenue Code,
respectively, have been prepared and filed.
Certified By:
/s/ Mary Beth Criswell
Officer Mary Beth Criswell
Vice President
Title
February 13, 2004
Date
No one Cares More!
Ex-99.3 (i)
SunTrust Mortgage, Inc.
Post Office Box 26149
Richmond, VA 23260-6149
Toll Free 1-800-634-7928
www.suntrustmortgage.com
(logo) SunTrust
WELL FARGO BK MINNESOTA
ATTN: CHARLES NEWELL
9062 OLD ANNAPOLIS ROAD
COLUMBIA, MD 21045-1951
SELLER/SERVICER# 0539
RE: ANNUAL SERVICING CERTIFICATION
In connection with the loans serviced by SunTrust Mortgage, Inc. for WELL FARGO
BK MINNESOTA, I, the undersigned officer, hereby certify the following as
December 31, 2003:
* All real estate taxes, special assessments and any charges that may become a
lien upon the property and which became due in the last calendar year have been
paid. This also includes verification of payment with taxing authorities for
non-impound accounts.
* For those loans with escrow/impound accounts for the payment of taxes and
insurance, sufficient amounts are being collected monthly to provide for payment
of future amounts due.
* All FHA insurance premiums or private mortgage insurance premiums, if
applicable, have been paid and such coverage is in full force and effect.
* All properties are adequately insured against casualty loss and, if
applicable, flood loss and we are in possession of the original hazard insurance
and flood insurance policies.
* Fidelity Bond coverage and Errors and Omissions coverage combined policy of
$150,000,000 is adequate and in place and the applicable premiums have been
paid.
* All interest and/or monthly payment adjustments for ARM and GPM loans have
been made in accordance with the mortgage terms. Timely and proper notice of
such changes was provided to the mortgagors.
* All property inspections have been completed according to the provisions of
our Servicing Agreement, if applicable.
* The P&I custodial account and any clearing accounts are maintained in a
depository institution the deposits of which are insured by the Bank Insurance
Fund. The depository institution meets or exceeds the most recent financial
rating requirements set forth by FNMA.
* We have complied with all other provisions of the Servicing Agreement.
* We are in compliance with IRS requirements and all federal, state, and local
laws for reporting the receipt of interest, payment of fees, or acquisition of
properties.
* To the best of my knowledge and upon reasonable investigation, the servicing
of the Mortgage Loans during the preceding year has been conducted in compliance
with all other provision of the Servicing Agreement(s)/Purchase and Sale
Agreement(s) barring such exceptions as listed. Any exceptions to this
certification are listed on an attachment along with explanations concerning
their completion. If none are listed, it should be considered that there are no
exceptions.
BY: /s/ Annette Holman-Foreman
(signature)
Annette Holman-Foreman. VP
(name and title)
DATE: March 10,2004
310229
Ex-99.3 (j)
Wells Fargo Home Mortgage (logo)
One Home Campus
Des Moines, IA 50328-0001
515-213-5469
515-213-7121 Fax
January 30, 2004
Re: 2003 Annual Certification
We hereby certify to the best of our knowledge and belief that for the calendar
year of 2003:
1. All real estate taxes, bonds assessments and other lienable items have been
paid.
2. All FHA mortgage insurance, private mortgage insurance premiums, and flood
insurance have been paid (if applicable).
3. Hazard insurance policies held by us meet the requirements as specified in
the servicing agreement, or those of a normal prudent lender if not specified,
and those premiums due have been paid.
4. We have made all property inspections as required.
5. Fidelity bond and Errors and Omissions insurance coverage currently exists.
6. That the Officer signing this certificate has reviewed the activities and
performance of the Servicer during the preceding fiscal year under the terms of
the Servicing Agreement, Trust Agreement, Pooling and Servicing Agreement and/or
Seller/Servicer Guide or similar agreements and to the best of this officer's
knowledge, the Servicer has fulfilled all of its duties, responsibilities or
obligations of such agreement throughout the year, or if there has been a
default or failure of the servicer to perform any of such duties, responsibility
or obligations, a description of each default or failure and the nature and
status thereof has been reported.
Sincerely,
/s/ John B. Brown
John B. Brown
Vice President
Wells Fargo Home Mortgage Inc.
Ex-99.4
Schedule of Year-To-Date Principal and Interest Distributions to
Certificateholders
Class Interest Principal Losses Ending Balance
15-AX 1,179,601.95 0.00 0.00 0.00
15 AXA 709,257.96 0.00 0.00 0.00
15 AXB 470,343.98 0.00 0.00 0.00
15-B1 136,771.09 121,906.27 0.00 3,150,093.72
15-B2 68,427.34 60,990.39 0.00 1,576,009.60
15-B3 34,192.79 30,476.56 0.00 787,523.43
15-B4 11,369.73 10,134.00 0.00 261,865.98
15-B5 11,411.53 10,171.27 0.00 262,828.72
15-B6 22,824.94 20,344.23 0.00 525,700.77
1-A1 7,072,501.09 101,728,723.32 0.00 115,333,276.68
1-PO 0.00 756.35 0.00 13,925.04
2-A1 689,407.03 4,796,159.46 0.00 15,203,840.54
2-A10 499,227.23 0.00 0.00 13,440,000.00
2-A11 742,938.33 29,245,000.00 0.00 0.00
2-A12 144,362.21 1,538,372.96 0.00 2,352,627.04
2-A13 38,791.78 (38,791.78) 0.00 1,065,791.79
2-A2 1,183,886.58 10,417,498.15 0.00 24,582,501.85
2-A3 313,539.95 0.00 0.00 8,441,000.00
2-A4 1,716,064.23 78,547,999.99 0.00 0.00
2-A5 59,372.22 5,828,000.00 0.00 0.00
2-A6 542,296.04 10,605,747.42 0.00 33,620,252.59
2-A7 2,337,288.17 0.00 0.00 0.00
2-A8 928,622.08 0.00 0.00 25,000,000.00
2-A9 2,065,329.78 0.00 0.00 55,602,000.00
2-PO 0.00 221,108.04 0.00 1,054,522.56
30-AX 818,973.08 0.00 0.00 0.00
30-B1 313,649.27 65,347.70 0.00 6,551,652.31
30-B2 123,573.17 25,746.02 0.00 2,581,253.98
30-B3 85,510.53 17,815.83 0.00 1,786,184.19
30-B4 38,015.22 7,920.34 0.00 794,079.67
30-B5 38,015.22 7,920.34 0.00 794,079.67
30-B6 38,053.94 7,928.43 0.00 794,888.58
3-A1 1,240,176.71 27,683,879.85 0.00 11,351,120.14
3-A10 1,095,009.88 0.00 0.00 23,000,000.00
3-A11 47,609.13 0.00 0.00 1,000,000.00
3A-12 364,543.08 0.00 0.00 7,657,000.00
3-A13 884,006.27 0.00 0.00 18,568,000.00
3A-14 47,609.13 0.00 0.00 1,000,000.00
3-A2 2,558,024.55 5,428,900.99 0.00 69,348,099.01
3-A3 169,239.44 13,776,000.00 0.00 0.00
3-A4 478,275.99 18,076,487.24 0.00 1,923,512.75
3-A5 3,344,393.77 48,673,344.92 0.00 21,326,655.09
3A5#1 716,322.84 0.00 0.00 0.00
3A5#2 596,116.71 (596,116.69) 0.00 16,013,814.41
3A5#3 119,671.33 0.00 0.00 0.00
3A5#4 990,764.35 47,477,857.03 0.00 5,312,840.67
3-A6 12,132.88 1,997,000.00 0.00 0.00
3-A7 660,597.19 26,281,404.80 0.00 2,796,595.19
3-A8 84,437.22 1,877,243.20 0.00 199,756.80
3-A9 2,968,962.06 56,276,591.69 0.00 28,723,408.31
3-PO 0.00 57,992.83 0.00 562,315.17
AR 1.68 100.00 0.00 0.00
LR 0.00 0.00 0.00 0.00
MR 0.00 0.00 0.00 0.00
PO 0.00 294,460.13 0.00 1,630,762.77