1. PreProposal Conference Section C Highlights Carol Vilsack - Office of Program Operations Corey Coward, Capital Markets Division

2. May 14, 20082 General Overview: (PPA) Pool Processing Agent Maintain Databases of Master Agreements, Resolutions of Boards of Directors and the attendant Certificates of Authorized Signatures Commitment Authority & Pool Number Requests, Including CUSIP Acquisition and Assignment to Pools & Loan Packages Pool Processing & Security Issuance Transfers of Mortgage Servicing Pool Certification (Initial, Final and/or Recertification)

3. May 14, 20083 General Overview: (CPTA) Central Paying & Transfer Agent Maintain Central Registry on Outstanding Single Class & Multiclass securities Process Requests for Transfer of MBS Certificates Collect & Disseminate MBS Pool Data Act as Ginnie Mae’s Collection and Paying Agent

4. May 14, 20084 General Overview: Other Functions Tax Reporting Annual SAS 70 Audit Servicemembers’ Civil Relief Act (SCRA)

5. May 14, 20085 General Overview: Multiclass Functions Contractor Serves as Ginnie Mae’s Platinum Trustee Acts as Ginnie Mae’s Real Estate Mortgage Investment Conduit (REMIC) Information Agent

6. May 14, 20086 POOL PROCESSING AGENT FUNCTIONS (PPA)

7. May 14, 20087 1. Maintain PPA Databases of Master Agreements & Forms HUD 11702 Contractor Receives, Processes, Updates and Maintains Critical Issuer Documents: –Master Agreements –Resolutions of Boards of Directors and the Certificates of Authorized Signatures (form HUD 11702)

8. May 14, 20088 2. Commitment Authority & Pool Number Requests Contractor Processes CA Requests Assigns a Block of Pool Numbers to Issuer, if Needed Ensures that Issuer has sent appropriate CA fees, via wire transfer, to Ginnie Mae’s Office of Finance Performs a daily reconciliation between the amount of funds received vs. fees required.

9. May 14, 20089 3. Pool Processing/Security Issuance Most pools processed electronically through Ginnie Mae’s web-based GinnieNET; small number of pools (typically Multifamily) are being processed manually (paper). Pool Issuance may include forward market and reverse market securitizations. Contractor sets aside the Issuer’s pool number and draws down their available CA balance by an amount equal to the value of the pool transmitted. At pooling, the Contractor performs various edits on the loan collateral submitted, and works with Issuers to resolve pooling issues.

10. May 14, 200810 Contractor is responsible for ensuring that all pools, loan packages and pooled participations meet Ginnie Mae’s pooling requirements. Once the pool is initially certified, the Contractor verifies that the Issuer does have sufficient CA balances available, that the Pool Number submitted has been assigned to the Issuer and that all Issuer codes meet Ginnie Mae’s pooling requirements. Contractor purchases blocks of CUSIP numbers on Ginnie Mae’s behalf, and assigns one to each pool. Contractor then prepares for security issuance and delivery to the Depository (FRBNY). Pool Processing/Security Issuance (cont’d.)

11. May 14, 200811 Pool Processing/Security Issuance (cont’d.) For the Ginnie Mae II MBS Program only, the Contractor will be required to create and, upon request, distribute a Prospectus to interested parties. Contractor staffs a Ginnie Mae HelpDesk to resolve issues related primarily to pooling, although HelpDesk staff are available to assist with most Issuer-related questions. All assistance is documented and summary-level reports are passed to Ginnie Mae monthly. Pool Issuance in the Forward and Reverse Markets. Forward Market MBS and Reverse Market HMBS. The Contractor will also be responsible for the pool processing activities of eligible loans originated in either category. Pool Processing Timetables can be found in the Statement of Work, Section 5 or in the MBS Guide on the web (www.ginniemae.gov/guide)www.ginniemae.gov/guide Issuers typically maintain servicing rights to the pooled collateral at issuance, however Pools with Immediate Issuer Transfer (PIIT) may originate through Issuer A and immediately transfer to Issuer B.

12. May 14, 200812 4. Transfers of Mortgage Servicing Issuers may sell some or all of their servicing rights to another Issuer in Good Standing, pending approval by Ginnie Mae. Issuers submit requests directly to the Contractor. Contractor verifies that all information submitted meets Ginnie Mae’s program requirements, collects appropriate transfer fees and updates the Pool Transfer System (PTS). Ginnie Mae approves all requests for servicing transfer and updates PTS accordingly. Contractor then updates Ginnie Mae systems (New Pool Processing, Pool Reporting & GMBS Systems) and provides documentation both to Issuers and Ginnie Mae staff, and transmits a file of all pools transferred to Ginnie Mae’s Data Collection and Risk Analysis Agent.

13. May 14, 200813 5. Pool Certification (Initial, Final, LOC or Recertification) Initial – Performed by Issuer’s Doc Custodian and Verified by the Contractor at Pooling (form HUD 11706). Final – Must be performed within 1 year of security issuance. Recertification – Required by Ginnie Mae whenever pools are transferred between or among Issuers, and must also be completed within one year of the pool transfer effective date. Contractor ensures that the certification transfer is completed by the Issuer’s Doc Custodian in a timely fashion, maintains current information in IPMS and provides monthly updates to Ginnie Mae. Letter of Credit – May be required if pools fail to certify within one year. Contractor notifies Issuer of certification deficiencies and maintains a database of all outstanding LOCs for Ginnie Mae. Contractor collects pool certification data from Issuers, provides updated reports to Ginnie Mae monthly, and forwards data to Ginnie Mae’s Risk Analysis Agent.

14. May 14, 200814 CENTRAL PAYING & TRANSFER AGENT FUNCTIONS (CPTA)

15. May 14, 200815 6. Maintain Central Registry On All Outstanding Securities Contractor maintains Ginnie Mae’s Central Registry in real time The Central Registry holds Issuer and Security Position information on all Ginnie Mae MBS, both Single Class & Multiclass Contractor will be responsible for all changes to registered holders of Ginnie Mae I and II MBS and provide Issuers with changes to MBS I Contractor Reconciles the Central Registry with the FRBNY on a daily and monthly basis (Total Securities Outstanding)

16. May 14, 200816 7. Process Requests for MBS Certificate Transfers Contractor serves as Ginnie Mae’s Point of Contact for all Certificate Transfer Requests and verifies that the information received meets Ginnie Mae’s program requirements as well as all applicable guidelines of the Stock Transfer Association. Staffs and Maintains a “Transfer Window” at its central location, and updates the Central Registry accordingly. For MBS I Transfers, the Contractor shall work closely with Issuers to ensure that the Central Registry is maintained and updated in real time. Contractor will retain, in a fireproof facility, all cancelled MBS certificates.

17. May 14, 200817 8. Collect & Disseminate MBS Pool Data During the first five business days of each month, the Contractor shall collect RPB data on all outstanding MBS I pools and MBS II pools and loan packages. Issuers typically transmit this file via NDM or FTP transmissions, or through GinnieNET, on the 2 nd BD of the month. If needed, corrections and/or final RPB submissions are due NLT 5 th business day. All corrections must be transmitted through GinnieNET. RPBs for all pools and loan packages outstanding will include any unscheduled payments.

18. May 14, 200818 Collection & Disseminate MBS Pool Data (Cont’d.) Contractor uses RPB information to create the Factor File for distribution to the Street on the 5 th and 7 th business days of the month; updates IPMS accordingly (Factor Files to SECTOR & FRBNY) On newly issued pools, Contractor provides Monthly Disclosure information to the Street which includes, among others, weighted average coupon (WAC) information and geographic information on a state-by- state basis On aged pools, the Contractor obtains disclosure file information from Ginnie Mae’s Data Collection & Risk Analysis Agent for distribution to the Street monthly. Contractor collects a monthly data file from all MBS I Issuers which describes their remittance obligations to registered holders of certificated securities (“the form HUD 11714 or HUD 11714SN Remittance file”)

19. May 14, 200819 9. Act As Ginnie Mae’s Collection & Paying Agent MBS II Payment to Security Holders –Contractor is responsible to collect, via ACH, all book entry MBS II payments and transmit those payments to the FRBNY. Payments are calculated using RPB data previously transmitted. Initial and Final PreCollection Notices are sent to each Issuer in advance. An ACH from each Issuer’s account occurs on the 20 th to collect the funds from the Issuer for transfer to the Depository. –For certificated securities, payment is collected via ACH and mailed on the 19 th. MBS I Payment Process for Security Positions Held by the Depository –The Contractor calculates the amount to be debited by the FRBNY for each pro rata share outstanding and forwards a file to the Depository so that it can ACH from Issuers on the 15 th. Guaranty Fee Collections –For both MBS I and MBS II programs, the Contractor shall calculate, using final RPB data, all guaranty fees due Ginnie Mae, and notify each Issuer in advance. On the 10 th of each month, the Contractor shall ACH those funds from each Issuer’s account and in turn, wire these funds to Ginnie Mae’s Treasurer. In an Emergency Payment Situation, Ginnie Mae will wire funds to the Contractor for all MBS I Certificated holders to ensure timely payment to investors.

20. May 14, 200820 OTHER FUNCTIONS

21. May 14, 200821 10. Tax Reporting Ginnie Mae II MBS: –Contractor provides tax reporting information to certificated registered security holders –Posts tax reporting information on all MBS I and II book entry securities to the Ginnie Mae website, for use by third parties Also, in the event of an emergency situation indicated earlier with payments on the Ginnie Mae I MBS side, similar tax reporting would also be necessary.

22. May 14, 200822 11. SAS 70 Audit Contractor is required to have an independent auditor perform a SAS 70 audit each year, if requested by Ginnie Mae Results of each audit are provided to Ginnie Mae and the HUD Inspector General

23. May 14, 200823 12. Servicemembers’ Civil Relief Act (SCRA) Ginnie Mae wires funds to the Contractor on a quarterly basis so that the Contractor can reimburse Issuers whose borrowers are called to active duty. These Servicemembers may be entitled to reduced loan rates while on active duty, and as such, Ginnie Mae may compensate Issuers for any rate differential, pursuant to the SCRA (6%).

24. May 14, 200824 MULTICLASS FUNCTIONS

25. May 14, 200825 13. REMIC Information Agent Contractor serves as our multi- class REMIC Information Agent –Posts REMIC Offering Circular Supplements Monthly –Posts REMIC Factors monthly Reconciles all data held in REMIC database each month Calculates monthly deferred REMIC revenue Maintains/Reconciles the REMIC Buffer Account each month and provides assistance to Trustees and Investors as necessary.

26. May 14, 200826 14. Platinum Trustee Contractor will serve as Ginnie Mae’s Platinum Trustee to Perform the following: Collect completed certification from the Platinum depositors, along with the cash portion of the Ginnie Mae guarantee fee and verify that the correct g-fee amount was received. Issuance of Platinum Securities, including the assignment of the Pool Number and CUSIPs. Ensure that all factors are collected, verified and distributed to the FRBNY and to the Street each month in a timely manner via file sent to SECTOR Calculate and distribute monthly Platinum Pool Factors Calculates monthly deferred Platinum revenue Perform Tax Reporting for all Platinum securities as required by the IRS. Verify monthly P&I payments to investors to resolve any discrepancies. The latter may include post-payment adjustments.

27. May 14, 200827 www.ginniemae.gov