FRAUD CHARGED AGAINST INDYMAC EXECS

COMBO Title and Securitization Search, Report, Documents, Analysis & Commentary COMBO Title and Securitization Search, Report, Documents, Analysis & Commentary

EDITOR’S COMMENT: The fraud has been obvious from the start. While this is a major case and hopefully a harbinger of things to come, it is directed at the fraud committed on shareholders of IndyMac. The fact is, if any of the banks had told the truth about what they were doing in the mortgage markets, the scam would have stopped.

I have harped on the fact that the SEC is where these prosecutions should start. But they should not end there. By defrauding shareholders into holding or buying shares of stock, these banks were lying to the rest of the world as well. Proper accounting and disclosure would have alerted every regulator to the fact that the mortgage markets were a mirage.

In this prosecution the SEC only has it half-right. It is time to start listening to those who for years have warned that the corruption of our financial system cannot be corrected without revealing the truth.

  • The money from investors was real — both for the fictitious mortgage backed securities and the stock of the Wall Street firms that were publicly traded.
  • The money and property from homeowners was real too.
  • But the paperwork and representations and disclosures were all fiction. And it is in the paperwork that the regulators, prosecutors, lawyers for homeowners and Judges have gotten lost.
  • The originating paperwork was intentionally doctored to look real but did not describe the transaction known to the borrower/homeowner or the lender/investor.
  • The mountain of paperwork that “formed” the “securitization structure” was merely ink on paper — nobody followed the requirements, restrictions, provisions and terms of that paperwork, so the infrastructure DESCRIBED was completely different from the infrastructure that grew, ad hoc, from the practices of those who handled the money.
  • The mountain of paperwork that SHOULD have been formed when the the transactions were originated and transferred in accordance with the federal and state laws was ABSENT — and intentionally so, allowing he moral hazard already created to grow into a PONZI scheme on steroids.

Now we are told that we can’t handle the truth because if we use the truth, the entire financial structure will come down. 7,000 banks and credit unions, and 20 million households would beg to differ.

SEE NY TIMES ARTICLE AND SEC COMPLAINT

3 Ex-IndyMac Executives Are Accused of Fraud

By BEN PROTESS and SUSANNE CRAIG
IndyMac, which had a bank run, was seized by regulators in 2008.Danny Moloshok/Reuters IndyMac, which had a bank run, was seized by regulators in 2008.

8:36 p.m. | Updated

The Securities and Exchange Commission on Friday accused three former top IndyMac executives of fraud, saying they painted a rosy picture of the California lender’s health even as it was collapsing in 2008.

By announcing civil fraud charges against senior executives of what was once one of the country’s largest mortgage lenders, the S.E.C. has injected new life into its investigations into the financial crisis. The IndyMac charges are shaping up to be among the agency’s biggest cases stemming from the crisis.

“Truthful and accurate disclosure to investors is particularly critical during a time of crisis, and the federal securities laws do not become optional when the news is negative,” Lorin L. Reisner, the S.E.C.’s deputy director of enforcement, said in a statement.

IndyMac’s former chief executive and two former chief financial officers are accused of filing “false and misleading” documents with regulators. The executives, the S.E.C. said, led shareholders to believe that the bank could rebound from months of hefty losses, causing its shareholders to be defrauded in July 2008, when IndyMac’s stock price plummeted and the bank shut its doors. IndyMac’s failure sent shock waves through Wall Street. At the time, it was the second-largest bank failure in United States history.

S. Blair Abernathy, one of the bank’s chief financial officers, settled with the S.E.C. without admitting or denying any wrongdoing. He agreed to pay a $100,000 penalty and forfeit $25,000 in earnings. Mr. Abernathy replaced A. Scott Keys as chief financial officer in April 2008.

Mr. Keys and the former chief executive, Michael W. Perry, are fighting the charges.

“The allegations are extraordinarily flimsy,” said Mr. Keys’s lawyer, Gregory S. Bruch, a partner at Willkie Farr & Gallagher. “He didn’t defraud anybody.”

Jean Veta, a partner at Covington & Burling who is representing Mr. Perry, said her client invested millions of dollars of his own money in IndyMac stock, thinking the company would survive.

“The S.E.C.’s case makes no sense,” Ms. Veta said, adding that it is “completely meritless.” The case, she said, “represents the worst kind of Monday-morning quarterbacking of business decisions. Mr. Perry did nothing wrong, and he looks forward to proving it in court.”

After suffering losses on souring loans, IndyMac, based in Pasadena, Calif., closed branches and laid off employees in 2008. The bank had specialized in offering so-called Alt-A loans, a risky type of mortgage given to borrowers who decline to prove their incomes or net worth.

The bank drew scrutiny from Senator Charles E. Schumer, Democrat of New York, who said in June 2008 that IndyMac could collapse. After the senator’s comments, customers rushed to pull out millions of dollars in deposits.

Shortly thereafter, regulators seized IndyMac. A group of private investors later reopened the bank under the name OneWest.

“As we said at the time, the leaders of IndyMac played fast and loose with their lending practices, hurting both their shareholders and accountholders,” Mr. Schumer said on Friday. “Justice is finally getting done.”

The S.E.C.’s case centers on supposed “material omissions and misstatements” in IndyMac’s regulatory filings. It does not scrutinize its lending.

The S.E.C.’s complaint, filed in the United States District Court in Los Angeles, accused the three former executives of failing to notify investors of IndyMac’s failing health as the bank readied a sale of $100 million in new stock. The executives should have known that the bank was suffering, the S.E.C. said in its complaint, because they “regularly received updated forecasts” about its deteriorating capital and liquidity.

In its annual report for 2007, IndyMac had acknowledged that it had a “terrible” year, having lost $615 million. But according to the S.E.C.’s complaint, the bank also “assured investors that IndyMac had finished the fourth quarter in a “solid overall financial position” and had a “game plan” that gave it a “realistic shot” at a profit in 2008.

The case comes after the S.E.C has been criticized by lawmakers and others for filing only a handful of crisis-related charges. In its most prominent case, Angelo Mozilo, the founder of Countrywide Financial, another troubled lender, agreed to pay $22.5 million last year to settle S.E.C. charges that he misled investors.

But the S.E.C. has sued no senior executive at Lehman Brothers, the American International Group or Bear Stearns. Nor has the Justice Department brought any charges against a major financial executive.

In 2008, federal prosecutors subpoenaed several Wall Street firms seeking information about whether their analysts had been misled by Lehman about its financial health, according to people with knowledge of the matter.

Specifically, prosecutors have asked questions about certain statements Lehman executives made in June 2008, when it sought to raise capital to bolster its balance sheet, and its final days, when it assured analysts that it did not need new capital.

According to news reports, a federal grand jury in 2008 was investigating potential wrongdoing at IndyMac. No charges were ever filed.
SEC Complaint Against Michael W. Perry and A. Scott Keys

8 Responses

  1. 10K 12/31/93 Indymac Bancorp Inc.
    Filed 3/29/94 SEC File 1-08972 Accession Number 898430-94-223

    IndyMac Bancorp Inc. (Registrant)
    551 SEC Filings 3/18/94 to 8/7/08

    Closely Related (4):
    •Indymac Capital Trust I – SEC# 1157668 6/10/04
    •Indymac Capital Trust II – SEC# 115670 6/30/06
    •Indymac Capital Trust III – SEC# 1157671 – 6/30/06
    •Indymac Capital Trust IV – SEC# 1157669 6/30/06
    Formerly Assigned On
    Indymac Mortgage Holdings Inc 6/2/98
    Inmc Mortgage Holdings Inc 8/13/97
    CWM Mortgage Holdings Inc /25/94
    Countrywide Mortgage Investments Inc/DE 7/3/92
    Symbols
    IDMC, IDMP, IDMCQ, IDMPQ, IMB, NDE

    SIC Code – Souce: SEC EDGAR

    6035 Savings Institutions, Federally Chartered
    SEC 8/7/08
    6798 Real Estate Investment Trusts
    SEC 2/12/01

    Office Address
    888 East Walnut Street
    Pasadena, California 91101-7211U.S.A.

    SELLER

    10K 12/31/93 Indymac Bancorp Inc. Filed 3/29/94 SEC File 1-08972 Accession Number 898430-94-223
    Mortgage Loans Acquired:
    The Company’s highest concentration of jumbo mortgage loans relates to properties in California because of the generally higher property values and mortgage loan balances prevalent there. Mortgage loans secured by California properties have accounted for approximately 69% of the mortgage loans purchased in 1993.

    The Company generally purchases jumbo mortgage loans with original principal balances of up to $1 million. The Company’s loan purchase activities focus on those regions of the country where
    higher volumes of jumbo mortgage loans are originated, including California,
    Connecticut, Florida, Hawaii, Illinois, Maryland, Michigan, New Jersey, New
    York, Ohio, Texas, Virginia, Washington and Washington, D.C.

    Mortgage loans acquired by the Company are secured by first liens on single
    (one-to-four) family residential properties with either fixed or adjustable
    interest rates. Fixed-rate mortgage loans accounted for over 90% of the
    mortgage loans purchased by the Company in 1993 primarily because of the desire of borrowers to lock in the low rates of interest prevailing in 1993. The Company anticipates that its adjustable-rate mortgage loan purchase volume as a percent of total loans purchased will grow as interest rates rise.

    The Company also purchases adjustable rate mortgage (“ARM”) loans which provide the borrower with the option to convert to a fixed rate of interest in the future. Although the Company sells or securitizes these ARM loans in connectionwith its mortgage conduit operations, it generally is obligated to repurchase the fixed-rate loans resulting from any such conversion. The Company generally has the right to require repurchase of any such converted mortgage loan by the servicer or seller of such loans.

    Seller Eligibility Requirements:

    The mortgage loans acquired pursuant to the Company’s mortgage conduit
    operations are originated by various sellers, including savings and loan associations, banks, mortgage bankers and other mortgage lenders.

    Sellers are required to meet certain regulatory, financial, insurance and performance
    requirements established by the Company before they are eligible to participate
    in the Company’s mortgage loan purchase program and must submit to periodic
    reviews by the Company to ensure continued compliance with these requirements.

    The Company’s current criteria for seller participation generally include a
    tangible net worth of at least $1 million, a servicing portfolio of at least $25
    million and loan production aggregating at least $50 million during the last
    three years.

    In addition, sellers are required to have comprehensive loan origination quality control procedures. In connection with their qualification, each seller enters into an agreement that provides for recourse by the Company against the seller in the event of any material breach of a representation or warranty made by the seller with respect to mortgage loans sold to the Company
    or any fraud or misrepresentation during the mortgage loan origination process.

    Servicing Retention
    Sellers of mortgage loans to the Company are generally expected to retain the rights to service the mortgage loans purchased by the Company.

    Servicing includes:
    • collecting and remitting loan payments,
    • making required advances,
    • accounting for principal and interest,
    • holding escrow or impound funds for payment of taxes and insurance,
    • if applicable, making required inspections of the mortgaged property,
    • contacting delinquent borrowers and
    • supervising foreclosures and property dispositions in the event of unremedied defaults in accordance with the Company’s guidelines.
    • The servicer receives fees generally ranging from 1/4% to 1/2% per annum on the declining principal balances of the loans serviced.
    • Under certain circumstances, sellers have the right to require the Company to purchase such servicing rights at a previously determined price.
    • If a seller/servicer breaches certain of its representations and warranties made to the Company, the Company may terminate the servicing rights of such seller/servicer and assign such servicing rights to another servicer.

    Sale of Loans

    The Company, similar to other mortgage conduits, customarily sells all loans that it purchases.

    When a sufficient volume of mortgage loans with similar characteristics has been accumulated, generally $100 million to $500 million, the loans are securitized through the issuance of mortgage-backed securities in the form of real estate mortgage investment conduits (“REMICs”) or collateralized mortgage obligations (“CMOs”) or resold in bulk whole loan sales.

    The length of time between the Company’s commitment to purchase a mortgage loan and when it sells or securitizes such mortgage loan generally ranges from ten to 90 days depending on certain factors, including the length of the purchase commitment period and the securitization process.

    The Company’s decision to form REMICs or CMOs or to sell the loans in bulk is
    influenced by a variety of factors. REMIC transactions are generally accounted
    for as sales of the mortgage loans and can eliminate or minimize any long-term
    residual investment in the loans. REMIC securities consist of one or more
    classes of “regular interests” and a single class of “residual interest.” The
    regular interests are tailored to the needs of investors and may be issued in
    multiple classes with varying maturities, average lives and interest rates.
    These regular interests are predominately senior securities but, in conjunction
    with providing credit enhancement, may be subordinated to the rights of other
    regular interests. The residual interest represents the remainder of the cash
    flows from the mortgage loans (including, in some instances, reinvestment
    income) over the amounts required to be distributed to the regular interests.
    In some cases, the regular interests may be structured so that there is no
    significant residual cash flow, thereby allowing the Company to sell its entire
    interest in the mortgage loans. As a result, in some cases the capital
    originally invested in the mortgage loans by the Company may be redeployed in
    the mortgage conduit operations. The Company generally retains any residual
    interests for investment. Management believes that because of the current low
    level of interest rates, investments in residual interest or “excess master
    servicing fees” are prudent, and if interest rates rise, the income from
    investments will mitigate declines in income that may occur in the Company’s
    purchase operations.

    As an alternative to REMIC sales, the Company may issue CMOs to finance mortgage
    loans to maturity. For accounting and tax purposes, the mortgage loans financed
    through the issuance of CMOs are treated as assets of the Company and the CMOs
    are treated as debt of the Company. The Company earns the net interest spread
    between the interest income on the mortgage loans and the interest and other
    expenses associated with the CMO financing. The net interest spread is directly
    impacted by the levels of prepayment of the underlying mortgage loans. The
    Company is required to retain a residual interest in its issued CMOs.

    Substantially all of the Company’s loans and mortgaged-backed securities (“MBS”)
    are sold at prices that are determined based on the cash market for MBS. As
    such, the Company’s interest-rate risk is directly correlated to the risk that
    the price of MBS changes between the date on which a loan is purchased by the
    Company and the date on which the mortgage loan is settled with the ultimate
    investor. In addition, the Company is exposed to the risk that the value of the
    loans that it has committed to purchase, but has not yet closed, will decline
    between the commitment date and the date of the settlement with the investor.

    In order to offset the risk that a change in interest rates will result in a
    decrease in the value of the Company’s current mortgage loan inventory, or its
    commitments to purchase mortgage loans (“Committed Pipeline”) the Company enters
    into hedging transactions. The Company’s hedging policies generally require that
    all of its inventory of loans and the expected portion of its Committed Pipeline
    that may close be hedged with forward contracts for the delivery of MBS or whole
    loans. The Company hedges its inventory and Committed Pipeline of mortgage loans
    by using whole-loan sale commitments to ultimate buyers, by using temporary
    “cross hedges” with sales of government sponsored MBS since such loans are
    ultimately sold based on a market spread to MBS or by selling forward private
    label MBS. As such, the Company is not exposed to significant risk nor will it
    derive any benefit from changes in interest rates on the price of the inventory
    net of gains or losses of associated hedge positions. The correlation between
    the price performance of the hedge instruments and the inventory being hedged is
    generally high due to the similarity of the asset and the related hedge
    instrument. The Company is exposed to interest-rate risk to the extent that the
    portion of loans from the Committed Pipeline that actually closes at the committed price is less than the portion expected to
    close in the event of a decline in rates and such decline in closings is not
    covered by options to purchase MBS needed to replace the loans in process that
    do not close at their committed price. The Company determines the portion of
    its Committed Pipeline that it will hedge based on numerous factors, including
    the composition of the Company’s Committed Pipeline, the portion of such
    Committed Pipeline likely to close, the timing of such closings and anticipated
    changes in interest rates.

    “FHLMC Security” shall refer to a Mortgage Participation Certificate issued and guaranteed by FHLMC and backed by a pool of Agency Mortgage Loans.

    “FHA” shall refer to the Federal Housing Administration.

    “FHLMC” shall refer to the Federal Home Loan Mortgage Corporation.

    “FHLMC Guide” shall refer to the Freddie Mac Seller’s and Servicers’ Guide,

    “FNMA” shall refer to the Federal National Mortgage Association.

    “FNMA Guide” shall refer to the Fannie Mae Selling and Servicing Guide, as such Guide may hereafter from time to time be amended.

    “GNMA” shall refer to the Government National Mortgage Association.

    “GNMA Guide” shall refer to the GNMA Mortgage-Backed Securities Guide, as such Guide may hereafter from time to time be amended.

    “GNMA Security” shall refer to a fully-modified pass-through mortgage-backed certificate guaranteed by GNMA and backed by a pool of Agency Mortgage Loans.

    “MLGSI” shall refer to Merrill Lynch Government Securities Inc.

    “MLMCI” shall refer to Merrill Lynch Mortgage Capital Inc.

    “GEMICO” shall refer to General Electric Mortgage Insurance Corporation, a North Carolina stock insurance company.

    “Securities” shall, in addition to the definition set forth in the Master Repurchase Agreement, refer to Mortgage Loans.

    “Security Release Form” shall refer to (i) Freddie Mac Form 996 (Warehouse
    Lender Release of Security Interest) in the case of a FHLMC Security, (ii)
    Fannie Mae Form 2004 (Secu-rity Release Certification) in the case of a
    FNMA Security and (iii) Form HUD 11711A (Release of Security Interest) in
    the case of a GNMA Security.

    “Mortgage Loans” shall refer to the residential mortgage loans secured by first liens delivered to the Custodian pursuant to the Custody Agreement
    and shall include both Agency and Non-Agency Mortgage Loans.

    “Non-Agency Mortgage Loans” shall refer to Mortgage Loans that are not intended to back an Agency Security or to be sold to an Agency under its
    cash purchase program; Mortgage Loans may, however, conform to Agency securitization requirements and may, at a later date, become Agency Mortgage Loans.

    “PMI” shall refer to PMI Mortgage Insurance Co.

    “Qualified Insurer” shall refer to GEMICO, PMI or UGI.

    “PMI” shall refer to PMI Mortgage Insurance Co.

    “GEMICO” shall refer to General Electric Mortgage Insurance Corporation, a
    North Carolina stock insurance company.

    “Qualified Originator” shall refer to a correspondent of CMI that originates Mortgage Loans and subsequently assigns its rights thereto to
    CMI pursuant to a warehouse lending agreement between CMI and such Qualified Originator.

    “Seller’s Margin Amount” shall have the meaning set forth in the Master
    Repurchase Agreement except that the percentage referred to therein for
    each Transaction shall be specified in the related Confirmation/Funding
    Request.

    “Servicer” shall, with respect to any Mortgage Loan, refer to the related
    Qualified Originator.

    “Mortgage Loan Income” shall mean income payable with respect to a Mortgage Loan including all amounts payable on account of such Mortgage Loan whether principal, interest, partial prepayments, prepayments in full, penalties,
    advance payments or expenses and whether payable by or from the mortgagor or the Servicer for such Mortgage Loan.

    “Instruction Letters” refer to the irrevocable instructions to Servicers
    substantially in the form of Exhibit A hereto

    “Takeout Commitment” shall refer to a trade confirmation from the Takeout
    Investor to a Qualified Originator, which trade confirmation has been
    assigned by the Qualified Originator to CMI, confirming the details of a
    forward trade between the Takeout Investor and such Qualified Originator
    with respect to one or more Agency Securities, which trade confirmation
    shall be valid, binding and in full force and effect and relate to pools of
    Agency Mortgage Loans that satisfy the “good delivery standard” of the
    Public Securities Association as set forth in the Public Securities Association Uniform Practices Guide.

    “Trade Commitment” shall refer to a trade confirmation or similar document
    from the Trade Investor to a Qualified Originator, which trade confirmation
    has been assigned by the Qualified Originator to CMI, confirming the
    details of a mandatory forward trade or similar arrangement reasonably
    acceptable to MLMCI between the Trade Investor and such Qualified
    Originator with respect to one or more Non-Agency Mortgage Loans, which
    trade confirmation or similar document shall be valid, binding and in full
    force and effect and relate to pools of Non-Agency Mortgage Loans that
    satisfy the delivery standards of the related Trade Investor.

    “Takeout Investor” shall refer to a securities dealer or other financial
    institution, reasonably acceptable to MLMCI, who has made a Takeout
    Commitment. A list of Takeout Investors that are acceptable to MLMCI as of
    the date hereof is set forth at Exhibit F hereto, which list may be
    modified from time to time by MLMCI in its reasonable discretion.

    “Trade Investor” shall refer to a securities dealer or other financial
    institution (other than an Agency), reasonably acceptable to MLMCI, who has
    made a Trade Commitment. A list of Trade Investors that are acceptable to
    MLMCI as of the date hereof is set forth at Exhibit F hereto, which list
    may be modified from time to time by MLMCI in its reasonable discretion.

    “Third Person” shall have the meaning set forth in the Custody Agreement.

    “Transaction” shall, in addition to the definition set forth in the Master
    Repurchase Agreement, refer to substitutions pursuant to Paragraph 9 of the
    Master Repurchase Agreement.

    “UGI” shall refer to United Guaranty Insurance Company.

    “VA” shall refer to the Department of Veterans Affairs.

    “Warehouse Lending Agreement” shall refer to a lending agreement between
    CMI and a Qualified Originator substantially in the form of Exhibit E
    hereto.  

    COUNTRYWIDE MORTGAGE INVESTMENTS, INC.
    Jurisdiction DE, 95-3983415 IRS ID#
    Exchange where registered:
    New York Stock Exchange
    Commission File# 1-8972

    RSSDID 1616408 Countrywide Mortgage Investments, Inc. (was established as a Domestic Entity Other 5/5/1986)

    Countrywide Mortgage Investments, Inc.
    (“CMI” or the “Company”) was incorporated
    in the State of Maryland on July 16, 1985 and reincorporated in the State of
    Delaware on March 6, 1987.

    References to “CMI” mean either the parent company alone or the parent company

    Jeffrey F. Butler joined CCI in 1985 and became the Chief Information Officer in 1989 and Managing Director–Chief Information Officer in May 1991.

    4.1* Indenture (the “Indenture”), dated as of December 1, 1985, between Countrywide Mortgage Obligations, Inc. (“CMO, Inc.”) and Bankers Trust Company, as Trustee (“BTC”) (incorporated by reference to Exhibit 4.1 to

    CMO, Inc.’s Form 8-K filed with the SEC on January 24, 1986

    Definition:
    CMOs are debt instruments secured by fixed pools of mortgage instruments in which investors hold multiple classes of interest.

    A company’s residual interest of a CMO issued by Company or a qualifed real estate investment trust (REIT) trust subsidairy after 12/31/1991, pursuant to regulations yet to be published, may be “excess inclusion” income.

    Some excess inclusion income generally is subject to federal income tax in all events.
    See “Excess Inclusion”

    The Company has elected to be taxed as a real estate investment trust (“REIT”) under the Internal Revenue Code of 1986, as amended
    (the “Code”).

    Countrywide Mortgage Investments, Inc. (“CMI” or the “Company”) was incorporated
    in the State of Maryland on July 16, 1985 and reincorporated in the State of
    Delaware on March 6, 1987.

    The Company has elected to be taxed as a real estate investment trust (“REIT”) under the Internal Revenue Code of 1986, as amended
    (the “Code”). As a result of this election, the Company will not, with certain
    limited exceptions, be taxed at the corporate level on the net income
    distributed to the Company’s stockholders.

    Historically, the Company has been a long-term investor in single-family, first-
    lien, residential mortgage loans and in mortgage securities representing
    interests in such loans (the “CMO portfolio”). Under its new operating plan
    commenced in 1993, the Company conducts mortgage conduit activities through a
    newly formed subsidiary, Countrywide Mortgage Conduit, Inc. (“CMC”), which is
    not a qualified REIT subsidiary and which is subject to applicable federal and
    state income taxes. See “Certain Federal Income Tax Considerations.” As part
    of its new operating plan, the Company also conducts warehouse lending
    operations which provide short-term revolving financing to certain mortgage
    bankers.

    MORTGAGE CONDUIT OPERATIONS

    On October 22, 1992, the Company’s Board of Directors approved a new operating
    plan, implementation of which was begun in the first quarter of 1993.

    Under the new plan, the Company established CMC, which principally operates as a jumbo and
    nonconforming mortgage loan conduit. As a jumbo mortgage loan conduit, CMC is
    an intermediary between the originators of mortgage loans which have outstanding
    principal balances in excess of the guidelines of the government and government
    sponsored enterprises that guarantee mortgage-backed securities (“jumbo
    mortgage loans”) and permanent investors in mortgage-backed securities secured
    by or representing an ownership interest in such mortgage loans. Sellers
    generally retain the rights to service the mortgage loans purchased by the
    Company. The Company’s principal sources of income from its mortgage conduit
    operations are gains recognized on the sale of mortgage loans, the net spread
    between interest earned on mortgage loans owned by the Company and the interest
    costs associated with the borrowings used to finance such loans pending their
    securitization and the net interest earned on its long-term investment
    portfolio.

    Production
    ———-

    The Company’s mortgage conduit operations are designed to attract both large and
    small sellers of jumbo mortgage loans by offering a variety of pricing and loan
    underwriting methods designed to be responsive to such sellers’ needs. The
    Company focuses on sellers that originate loans in regions of the United States
    with generally higher property values and mortgage balances.

    The Company has established three loan underwriting methods designed to be
    responsive to the needs of jumbo mortgage loan sellers.

    The Company’s first
    method is designed to serve sellers who generally obtain mortgage pool insurance
    commitments in connection with the origination of their loans.

    The Company does
    not perform a full underwriting review of such mortgage loans but instead relies
    on the credit review and analysis of the mortgage pool insurer and its own
    follow-up quality control procedures.

    The second method established by the
    Company offers a delegated underwriting program for those loan sellers who meet
    higher financial and performance criteria than those applicable to sellers
    generally.

    Under the delegated underwriting program, loans are underwritten in
    accordance with the Company’s guidelines by the seller and purchased on the
    basis of the seller’s financial strength, historical loan quality and other
    qualifications.

    A sample of such loans is subsequently reviewed by the Company
    in accordance with its expanded quality control guidelines.

    Finally, sellers
    may submit to the Company loans for which there is no pool insurance commitment
    to be underwritten in accordance with the Company’s guidelines.

    Under all three
    methods, loans are purchased by the Company only after completion of a legal
    documentation and eligibility criteria review.

    See “Underwriting and Quality
    Control.”

    Underwriting and Quality Control
    ——————————–

    Purchase Guidelines. The Company has developed comprehensive purchase
    guidelines for its acquisition of mortgage loans. Subject to certain
    exceptions, each loan purchased must conform to the Company’s loan eligibility
    requirements specified in its Seller/Servicer Guide with respect to, among other
    things, loan amount, type of property, loan-to-value ratio, type and amount of
    insurance, credit history of the borrower, income ratios, sources of funds,
    appraisal and loan documentation. The Company also performs a legal
    documentation review prior to the purchase of any loan. For loans with mortgage
    pool insurance commitments, the Company does not perform a full underwriting
    review prior to purchase but instead relies on the credit review and analysis
    performed by the mortgage pool insurer and its own post-purchase quality control
    review. In contrast, for mortgage loans that have not been underwritten for
    mortgage pool insurance and are not part of the delegated underwriting program,
    the Company performs a full credit review and analysis to ensure compliance with
    its loan eligibility requirements. This review specifically includes, among
    other things, an analysis of the underlying property and associated appraisal
    and an examination of the credit, employment and income history of the borrower.
    For loans purchased pursuant to the delegated underwriting program, the Company
    relies on the credit review performed by the seller and its own follow-up
    quality control procedures.

    Mortgage Loans Acquired
    ———————–

    Substantially all of the mortgage loans purchased through the Company’s mortgage
    conduit operations are nonconforming mortgage loans. Nonconforming mortgage
    loans are loans which do not qualify for purchase by the Federal Home Loan
    Mortgage Corporation (“FHLMC”) or the Federal National Mortgage Association
    (“FNMA”) or for inclusion in a loan guarantee program sponsored by the
    Government National Mortgage Association (“GNMA”). Nonconforming mortgage loans
    generally consist of jumbo mortgage loans or loans which are not originated in
    accordance with other agency criteria. Currently, the maximum principal balance
    for a conforming loan is $203,150. The Company generally purchases jumbo
    mortgage loans with original principal balances of up to $1 million. The
    Company’s loan purchase activities focus on those regions of the country where
    higher volumes of jumbo mortgage loans are originated, including California,
    Connecticut, Florida, Hawaii, Illinois, Maryland, Michigan, New Jersey, New
    York, Ohio, Texas, Virginia, Washington and Washington, D.C. The Company’s
    highest concentration of jumbo mortgage loans relates to properties in
    California because of the generally higher property values and mortgage loan
    balances prevalent there. Mortgage loans secured by California properties have
    accounted for approximately 69% of the mortgage loans purchased in 1993.

    Mortgage loans acquired by the Company are secured by first liens on single
    (one-to-four) family residential properties with either fixed or adjustable
    interest rates. Fixed-rate mortgage loans accounted for over 90% of the
    mortgage loans purchased by the Company in 1993 primarily because of the desire
    of borrowers to lock in the low rates of interest prevailing in 1993. The
    Company anticipates that its adjustable-rate mortgage loan purchase volume as a
    percent of total loans purchased will grow as interest rates rise.

    The Company also purchases adjustable rate mortgage (“ARM”) loans which provide
    the borrower with the option to convert to a fixed rate of interest in the
    future. Although the Company sells or securitizes these ARM loans in connection
    with its mortgage conduit operations, it generally is obligated to repurchase
    the fixed-rate loans resulting from any such conversion. The Company generally
    has the right to require repurchase of any such converted mortgage loan by the
    servicer or seller of such loans.

    Seller Eligibility Requirements
    ———————————

    The mortgage loans acquired pursuant to the Company’s mortgage conduit
    operations are originated by various sellers, including savings and loan
    associations, banks, mortgage bankers and other mortgage lenders. Sellers are
    required to meet certain regulatory, financial, insurance and performance
    requirements established by the Company before they are eligible to participate
    in the Company’s mortgage loan purchase program and must submit to periodic
    reviews by the Company to ensure continued compliance with these requirements.
    The Company’s current criteria for seller participation generally include a
    tangible net worth of at least $1 million, a servicing portfolio of at least $25
    million and loan production aggregating at least $50 million during the last
    three years. In addition, sellers are required to have comprehensive loan
    origination quality control procedures. In connection with their qualification,
    each seller enters into an agreement that provides for recourse by the Company
    against the seller in the event of any material breach of a representation or
    warranty made by the seller with respect to mortgage loans sold to the Company
    or any fraud or misrepresentation during the mortgage loan origination process.

    Servicing Retention
    ———————

    Sellers of mortgage loans to the Company are generally expected to retain the
    rights to service the mortgage loans purchased by the Company. Servicing
    includes collecting and remitting loan payments, making required advances,
    accounting for principal and interest, holding escrow or impound funds for
    payment of taxes and insurance, if applicable, making required inspections of
    the mortgaged property, contacting delinquent borrowers and supervising
    foreclosures and property dispositions in the event of unremedied defaults in
    accordance with the Company’s guidelines. The servicer receives fees generally
    ranging from 1/4% to 1/2% per annum on the declining principal balances of the
    loans serviced. Under certain circumstances, sellers have the right to require
    the Company to purchase such servicing rights at a previously determined price.
    If a seller/servicer breaches certain of its representations and warranties made
    to the Company, the Company may terminate the servicing rights of such
    seller/servicer and assign such servicing rights to another servicer.

    Sale of Loans
    ————-

    The Company, similar to other mortgage conduits, customarily sells all loans
    that it purchases. When a sufficient volume of mortgage loans with similar
    characteristics has been accumulated, generally $100 million to $500 million,
    the loans are securitized through the issuance of mortgage-backed securities in
    the form of real estate mortgage investment conduits (“REMICs”) or
    collateralized mortgage obligations (“CMOs”) or resold in bulk whole loan sales.
    The length of time between the Company’s commitment to purchase a mortgage loan
    and when it sells or securitizes such mortgage loan generally ranges from ten to
    90 days depending on certain factors, including the length of the purchase
    commitment period and the securitization process.

    The Company’s decision to form REMICs or CMOs or to sell the loans in bulk is
    influenced by a variety of factors. REMIC transactions are generally accounted
    for as sales of the mortgage loans and can eliminate or minimize any long-term
    residual investment in the loans. REMIC securities consist of one or more
    classes of “regular interests” and a single class of “residual interest.” The
    regular interests are tailored to the needs of investors and may be issued in
    multiple classes with varying maturities, average lives and interest rates.
    These regular interests are predominately senior securities but, in conjunction
    with providing credit enhancement, may be subordinated to the rights of other
    regular interests. The residual interest represents the remainder of the cash
    flows from the mortgage loans (including, in some instances, reinvestment
    income) over the amounts required to be distributed to the regular interests.
    In some cases, the regular interests may be structured so that there is no
    significant residual cash flow, thereby allowing the Company to sell its entire
    interest in the mortgage loans. As a result, in some cases the capital
    originally invested in the mortgage loans by the Company may be redeployed in
    the mortgage conduit operations. The Company generally retains any residual
    interests for investment. Management believes that because of the current low
    level of interest rates, investments in residual interest or “excess master
    servicing fees” are prudent, and if interest rates rise, the income from
    investments will mitigate declines in income that may occur in the Company’s
    purchase operations.

    As an alternative to REMIC sales, the Company may issue CMOs to finance mortgage
    loans to maturity. For accounting and tax purposes, the mortgage loans financed
    through the issuance of CMOs are treated as assets of the Company and the CMOs
    are treated as debt of the Company. The Company earns the net interest spread
    between the interest income on the mortgage loans and the interest and other
    expenses associated with the CMO financing. The net interest spread is directly
    impacted by the levels of prepayment of the underlying mortgage loans. The
    Company is required to retain a residual interest in its issued CMOs.

    Substantially all of the Company’s loans and mortgaged-backed securities (“MBS”)
    are sold at prices that are determined based on the cash market for MBS. As
    such, the Company’s interest-rate risk is directly correlated to the risk that
    the price of MBS changes between the date on which a loan is purchased by the
    Company and the date on which the mortgage loan is settled with the ultimate
    investor. In addition, the Company is exposed to the risk that the value of the
    loans that it has committed to purchase, but has not yet closed, will decline
    between the commitment date and the date of the settlement with the investor.

    In order to offset the risk that a change in interest rates will result in a
    decrease in the value of the Company’s current mortgage loan inventory, or its
    commitments to purchase mortgage loans (“Committed Pipeline”) the Company enters
    into hedging transactions. The Company’s hedging policies generally require that
    all of its inventory of loans and the expected portion of its Committed Pipeline
    that may close be hedged with forward contracts for the delivery of MBS or whole
    loans. The Company hedges its inventory and Committed Pipeline of mortgage loans
    by using whole-loan sale commitments to ultimate buyers, by using temporary
    “cross hedges” with sales of government sponsored MBS since such loans are
    ultimately sold based on a market spread to MBS or by selling forward private
    label MBS. As such, the Company is not exposed to significant risk nor will it
    derive any benefit from changes in interest rates on the price of the inventory
    net of gains or losses of associated hedge positions. The correlation between
    the price performance of the hedge instruments and the inventory being hedged is
    generally high due to the similarity of the asset and the related hedge
    instrument. The Company is exposed to interest-rate risk to the extent that the
    portion of loans from the Committed Pipeline that actually closes at the committed price is less than the portion expected to
    close in the event of a decline in rates and such decline in closings is not
    covered by options to purchase MBS needed to replace the loans in process that
    do not close at their committed price. The Company determines the portion of
    its Committed Pipeline that it will hedge based on numerous factors, including
    the composition of the Company’s Committed Pipeline, the portion of such
    Committed Pipeline likely to close, the timing of such closings and anticipated
    changes in interest rates.

    Master Loan Servicing
    ———————

    The Company acts as master servicer with respect to the mortgage loans it sells.
    Master servicing includes collecting loan payments from seller/servicers of
    loans and remitting loan payments, less master servicing fees and other fees,
    to trustees. In addition, as master servicer, the Company monitors compliance
    with its servicing guidelines and is required to perform, or to contract with a
    third party to perform, all obligations not adequately performed by any
    servicer.

    In connection with REMIC issuances, the Company master services on a non-
    recourse basis substantially all of the mortgage loans it purchases. Each series
    of mortgage-backed securities is typically fully payable from the mortgage
    assets underlying such series and the recourse of investors is limited to those
    assets and any credit enhancement features, such as insurance. Generally, any
    losses in excess of the credit enhancement obtained is borne by the security
    holders. Except in the case of a breach of the standard representations and
    warranties made by the Company when mortgage loans are securitized, the
    securities are non-recourse to the Company. Typically, the Company has recourse
    to the sellers of loans for any such breaches.

    Master Loan Servicing
    ———————

    The Company acts as master servicer with respect to the mortgage loans it sells.
    Master servicing includes collecting loan payments from seller/servicers of
    loans and remitting loan payments, less master servicing fees and other fees,
    to trustees. In addition, as master servicer, the Company monitors compliance
    with its servicing guidelines and is required to perform, or to contract with a
    third party to perform, all obligations not adequately performed by any
    servicer.

    In connection with REMIC issuances, the Company master services on a non-
    recourse basis substantially all of the mortgage loans it purchases. Each series
    of mortgage-backed securities is typically fully payable from the mortgage
    assets underlying such series and the recourse of investors is limited to those
    assets and any credit enhancement features, such as insurance. Generally, any
    losses in excess of the credit enhancement obtained is borne by the security
    holders. Except in the case of a breach of the standard representations and
    warranties made by the Company when mortgage loans are securitized, the
    securities are non-recourse to the Company. Typically, the Company has recourse
    to the sellers of loans for any such breaches.

    Financing of Mortgage Conduit Operations
    —————————————-

    The Company’s principal financing needs are the financing of loan purchase
    activities and the investment in excess master servicing rights. To meet these
    needs, the Company currently relies on reverse-repurchase agreements
    collateralized by mortgage loans held for sale and cash flow from operations.
    In addition, in 1993 the Company has relied on proceeds from public offerings of
    common stock. For further information on the material terms of the borrowings
    utilized by the Company to finance its inventory of mortgage loans and mortgage-
    backed securities, see “Management’s Discussion and Analysis of Financial
    Condition and Results of Operations–Liquidity and Capital Resources.” The
    Company continues to investigate and pursue alternative and supplementary
    methods to finance its operations through the public and private capital
    markets.

    WAREHOUSE LENDING

    As part of its new operating plan, the Company engages in warehouse lending
    operations for small-and medium-size mortgage bankers. Warehouse lending
    facilities typically provide short-term revolving financing to mortgage bankers
    to finance mortgage loans during the time from the closing of the loan until its
    settlement with an investor. The Company’s warehouse lending program offers
    warehouse lending facilities up to a maximum aggregate amount of $20 million to
    mortgage bankers who have a minimum audited net worth of $300,000 subject to a
    maximum debt-to-adjusted-net-worth ratio of 20 to 1. The specific terms of any
    warehouse line of credit, including the amount, are determined based upon the
    financial strength, historical performance and other qualifications of the
    mortgage banker. All such lines of credit are subject to the prior approval of
    a credit committee comprised of senior officers and directors of the Company.
    The Company finances this program through a combination of reverse repurchase
    agreements and equity. The Company has a committed one-year reverse repurchase
    agreement facility with an investment bank in an aggregate amount of up to $100
    million for this warehouse lending program.

    As a warehouse lender the Company is a secured creditor of the mortgage bankers
    to which it extends credit and is subject to the risks inherent in that status,
    including the risks of borrower default and bankruptcy.

    In contrast to the Company’s new mortgage conduit and warehouse lending
    operations, which establish the Company as a niche mortgage banker and lender to
    mortgage companies, the Company historically has been a long-term investor in
    single-family, first-lien, residential mortgage loans and in mortgage securities
    representing interests in such loans.

    In 1987, the Company
    began to invest in Agency Securities representing undivided interests in pools
    of adjustable-rate mortgages (“Agency ARMs”) purchased through various broker-
    dealers and financed primarily through reverse repurchase agreements. During
    1992, the Company sold substantially all of its portfolio of Agency ARMs,
    resulting in a gain of approximately $9.0 million and the remainder of such
    portfolio was sold during the first quarter of 1993 at its approximate carrying
    value. At December 31, 1993, the Company’s assets included approximately $402.5
    million of fixed-rate jumbo mortgage loans and Agency Securities which were
    pledged to secure outstanding CMOs issued by the Company’s subsidiaries.

    During 1993, long-term interest rates, including mortgage rates, fell to their
    lowest levels in over twenty years. The collateral for CMOs experienced
    substantial prepayments, resulting in significantly decreased net earnings and,
    as mortgage loan premiums, original issue discount and bond issuance costs were
    required to be amortized, losses on the portfolio. If prepayments continue at
    high levels, the performance of this CMO portfolio will continue to be adversely
    impacted. Regardless of the level of interest rates or prepayments, the Company
    anticipates no significant earnings from this CMO portfolio. Any continued
    negative performance of this CMO portfolio will continue to adversely impact the
    earnings of the Company to the extent of its investment in such portfolio.

    EXHIBIT 10.52 MASTER REPURCHASE AGREEMENT BETWEEN
    Merrill Lynch Mortgage Capital Inc. &
    Countywide Mortgage Investments, Inc. 8/16/1993
    Applicability Annex I (continued)
    To the extent that these Supplemental Terms
    conflict with the terms of the Master Repurchase Agreement, these
    Supplemental Terms shall control.
    Capitalized terms not otherwise defined have the meanings set forth in Master Repurchase Agreement.

    Dated as of October 1, 1993

    From time to time the parties hereto may enter into transactions in which one
    party (“Seller) agrees to transfer to the other (“Buyer”) securities or
    financial instruments (“Securities”) against the transfer of funds by Buyer,
    with a simultaneous agreement by Buyer to transfer to Seller such Securities at
    a date certain or on demand, against the transfer of funds by Seller. Each such
    transaction shall be referred to herein as a “Transaction” and shall be governed
    by this Agreement, including any supplemental terms or conditions contained in
    Annex I hereto, unless otherwise agreed in writing.——————————-

    As: Signatory (Director, Officer, Attorney, Accountant, Banker, Agent, etc.)
    List All Filings as Signatory

    Search Recent Filings (as Signatory) for “Angelo R. Mozilo”

    “Angelo R. Mozilo” – President
    a.k.a. “Angelo R.Mozilo”
    Latest Filing: 7/3/08 as Registrant

    “Angelo R. Mozilo” has been a Signatory for/with the following 16 Registrants:
    • Countrywide Capital I
    • Countrywide Capital II
    • Countrywide Capital III
    • Countrywide Capital IV
    • Countrywide Capital V
    • Countrywide Capital VI
    • Countrywide Financial Corp [ formerly Countrywide Credit Industries Inc ]
    • Countrywide Home Loans Inc [ formerly Countrywide Funding Corp ]
    • Home Depot Inc
    • Indymac Bancorp Inc [ formerly Indymac Mortgage Holdings Inc ]
    • Mozilo Angelo R
    • Paracelsus Healthcare Corp
    • Pic Investment Trust
    • Touchstone Investment Trust [ formerly Countrywide Investment Trust ]
    • Touchstone Strategic Trust [ formerly Countrywide Strategic Trust ]
    • Touchstone Tax Free Trust [ formerly Countrywide Tax Free Trust ]

    Angelo R. Mozilo” has/had a Signatory interest in the following 2 Registrants:
    • Countrywide Financial Corp [ formerly Countrywide Credit Industries Inc ]
    • Home Depot Inc

    “Sandor E. Samuels” – Secretary
    Latest Filing: 7/3/08 as Registrant
    ________________________________________
    As: Registrant
    • Samuels Sandor E
    ________________________________________
    As: Signatory (Director, Officer, Attorney, Accountant, Banker, Agent, etc.)
    List All Filings as Signatory

    Search Recent Filings (as Signatory) for “Sandor E. Samuels”
    “Sandor E. Samuels” has been a Signatory for/with the following 10 Registrants:
    • Countrywide Capital III
    • Countrywide Capital IV
    • Countrywide Capital IX
    • Countrywide Capital V
    • Countrywide Capital VI
    • Countrywide Capital VII
    • Countrywide Capital VIII
    • Countrywide Financial Corp [ formerly Countrywide Credit Industries Inc ]
    • Countrywide Home Loans Inc [ formerly Countrywide Funding Corp ]
    • Indymac Bancorp Inc [ formerly Indymac Mortgage Holdings Inc ]

    “Sandor E. Samuels” has/had a Signatory interest in the following Registrant:
    • Countrywide Financial Corp [ formerly Countrywide Credit Industries Inc ]

    73 “Issuer” Relationships (where the security “Owner” is…)
    Filing or “Owner”
    First Filing Last Filing Relationship Filed By Filer or Reporting Owner

    6/4/03 2/20/08 4 Abernathy S Blair
    9/17/03 2/20/08 4 Adarkar Ashwin
    9/16/03 3 Adarkar Ashwin
    3/28/07 3/19/08 4 Arredondo Canise Marie
    1/9/07 3 Arredondo Canise Marie
    4/9/07 3 Banks James M
    1/10/06 5/10/07 SC 13G BlackRock Institutional Trust Company/N/A [ formerly Barclays Global Investors NA/CA ]
    3/17/04 3/19/08 4 Caldera Louis E
    12/10/99 2/12/08 SC 13G Capital Group International Inc
    2/12/99 4/10/08 SC 13G Capital Guardian Trust Co
    2/12/07 2/13/08 SC 13G Capital Research & Management Co
    2/12/99 2/1/01 SC 13G Citigroup Inc [ formerly Travelers Group Inc ]
    8/20/07 7/22/08 SC 13G Classic Fund Management Aktiengesellschaft
    5/5/04 8/4/05 4 Del Ponti John D
    5/3/04 3 Del Ponti John D
    9/17/03 3/17/04 4 Dupont Sherry M
    9/16/03 3 Dupont Sherry M
    3/27/07 2/20/08 4 Ebers Anthony L
    1/9/07 3 Ebers Anthony L
    9/3/04 3/19/08 4 Gabriel Stuart A
    9/3/04 3 Gabriel Stuart A
    6/16/03 3/19/08 4 Gramley Lyle
    3/17/04 3/19/08 4 Grant Hugh M
    1/25/07 3/19/08 4 Greene Gabrielle E
    1/24/07 3 Greene Gabrielle E
    3/17/04 3/19/08 4 Haden Patrick C
    7/31/03 3/19/08 4 Hodel Terrance G
    2/5/07 5 Hodel Terrance G
    7/31/03 3 Hodel Terrance G
    8/6/03 3 Holroyd Charles T
    8/4/05 3/27/07 4 Hughes Terrence O
    7/26/05 3 Hughes Terrence O
    3/17/04 3/19/08 4 Hunt Robert L II
    2/20/08 3/19/08 4 Hymel Patrick A
    12/12/07 1/17/08 3 Hymel Patrick A
    2/5/04 3/17/06 4 Jackson R Patterson [ formerly Jackson Robert P ]
    1/29/04 3 Jackson R Patterson [ formerly Jackson Robert P ]
    3/17/04 3/19/08 4 Kennard Lydia H
    3/17/04 2/20/08 4 Keys A Scott
    2/14/08 SC 13G LMM LLC/MD
    3/27/07 4 Mahoney James R
    5/31/06 3 Mahoney James R
    3/26/07 2/20/08 4 Mathoda Rayman K
    1/9/07 3 Mathoda Rayman K
    3/17/04 4 Matsumoto Raymond D
    3/5/04 3 Matsumoto Raymond D
    3/17/06 3/19/08 4 Melbourne Ruthann K
    1/31/06 3 Melbourne Ruthann K
    3/27/07 2/20/08 4 Minier Michelle
    1/9/07 3 Minier Michelle
    11/7/03 3/17/04 4 Molvar Roger H
    6/6/03 4 Nelson Mark C
    2/3/00 SC 13G Neuberger Berman Inc
    2/10/97 2/11/99 SC 13G Neuberger Berman LLC/Adv [ formerly Neuberger & Berman LLC/Adv ]
    8/7/08 25-NSE New York Stock Exchange LLC
    6/17/03 3/17/04 4 Nichols Grosvenor G
    3/21/03 7/11/08 SC 13G NWQ Investment Management Co LLC [ formerly NWQ Investment Management Co/CA ]
    3/17/04 2/20/08 4 Olinski John D
    11/14/03 2/20/08 4 Perry Michael W
    3/17/04 4 Potts Thomas H
    1/18/08 1/30/08 SC 13D Ramat Securities Ltd
    9/24/07 2/14/08 SC 13G Second Curve Capital LLC
    6/3/03 5/19/08 4 Seymour John/Senator
    3/17/06 2/20/08 4 Sillman Frank M
    2/13/06 5 Sillman Frank M
    8/3/05 8/25/05 3 Sillman Frank M
    8/24/94 SC 13D Smith Thomas W [ formerly Thomas W Smith ]
    3/17/04 3/17/06 4 Ukropina James R
    2/14/05 2/14/07 SC 13G Wellington Management Co LLP [ formerly Wellington Management Co ]
    3/26/04 8/8/06 4 Williams Charles A
    7/26/05 3/19/08 4 Willison Bruce G
    7/26/05 3 Willison Bruce G
    6/4/03 3/19/08 4 Wohl Richard H

    ——————————————————————————–

    No “Owner” Relationships (where the security “Issuer” is…)

    ——————————————————————————–

    42 Affiliate Relationships (based upon SEC Files: Parents / Subs., Directors / Officers, et al.)
    Last Filing Registrant

    2/20/08 Abernathy S Blair
    2/20/08 Adarkar Ashwin
    3/19/08 Arredondo Canise Marie
    4/9/07 Banks James M
    3/11/11 Caldera Louis E
    8/4/05 Del Ponti John D
    3/17/04 Dupont Sherry M
    2/20/08 Ebers Anthony L
    1/14/11 Gabriel Stuart A
    3/19/08 Gramley Lyle
    3/2/11 Grant Hugh M
    2/11/11 Greene Gabrielle E
    3/2/11 Haden Patrick C
    3/19/08 Hodel Terrance G
    8/6/03 Holroyd Charles T
    3/27/07 Hughes Terrence O
    3/19/08 Hunt Robert L II
    3/19/08 Hymel Patrick A
    6/10/04 Indymac Capital Trust I
    6/30/06 Indymac Capital Trust II
    6/30/06 Indymac Capital Trust III
    6/30/06 Indymac Capital Trust IV
    3/17/06 Jackson R Patterson [ formerly Jackson Robert P ]
    1/3/11 Kennard Lydia H
    2/20/08 Keys A Scott
    3/27/07 Mahoney James R
    2/20/08 Mathoda Rayman K
    3/17/04 Matsumoto Raymond D
    3/19/08 Melbourne Ruthann K
    2/20/08 Minier Michelle
    3/17/04 Molvar Roger H
    6/6/03 Nelson Mark C
    3/17/04 Nichols Grosvenor G
    2/20/08 Olinski John D
    2/20/08 Perry Michael W
    6/21/04 Potts Thomas H
    5/19/08 Seymour John/Senator
    2/20/08 Sillman Frank M
    12/21/10 Ukropina James R
    8/8/06 Williams Charles A
    3/22/11 Willison Bruce G
    3/19/08 Wohl Richard H

    25 SEC Files (as “Issuer”)
    First Filing Last Filing SEC File Act Filings

    3/18/94 8/7/08 001-08972 ’34 10-K/A, 10-Q/A, DEFM14A, PRE 14A, NT 11-K, 8-A12B, 10-K405, 5, 3, 3/A, 4/A, 10-K, DEF 14A, 10-Q, 4, 11-K, 8-K, 25-NSE [ * ]
    – 10-K405/A
    8/24/94 7/22/08 005-38368 ’34 SC 13D, SC 13D/A, SC 13G, SC 13G/A [ * ]
    6/30/06 5/2/08 333-135542 ’33 S-3ASR, 424B5, 424B3 [ * ]
    9/6/07 333-145905 ’33 S-8
    12/8/06 333-139201 ’33 S-8
    9/28/06 333-137632 ’33 S-8
    4/26/06 333-133551 ’33 S-8
    7/30/04 333-117797 ’33 S-8
    8/20/01 6/10/04 333-67964 ’33 S-3, S-3/A, POS AM, 424B2, 424B3, 424B5 [ * ]
    7/30/02 333-97339 ’33 S-8
    10/20/00 333-48332 ’33 S-8
    1/28/99 333-71329 ’33 S-3, POS AM [ * ]
    8/17/98 11/3/98 333-61625 ’33 424B3, S-3
    6/3/98 333-55907 ’33 S-8
    12/2/97 5/18/98 333-41329 ’33 S-3, POS AM
    3/4/98 333-47297 ’33 S-3
    10/3/97 333-37149 ’33 S-3
    9/22/97 333-36085 ’33 S-8
    1/17/97 333-19975 ’33 S-3
    8/9/96 10/9/96 333-09887 ’33 S-3/A, S-3
    7/26/96 333-08905 ’33 S-8
    2/16/96 3/11/96 333-01009 ’33 S-3, S-3/A
    6/9/95 8/1/95 033-60137 ’33 S-3, S-3/A
    11/22/94 2/2/95 033-56547 ’33 S-3, S-3/A, 424B1
    11/1/94 033-56267 ’33 S-8
    ________
    * There were multiple parties involved in these filings.
    ———————————————————–

    3.1 Certificate of Incorporation for CMI, as amended.

    3.2* Bylaws of CMI as amended (incorporated by reference to Exhibit 4.2 to the
    Company’s Form 10-Q, for the quarter ended June 30, 1993).

    4.1* Indenture (the “Indenture”), dated as of December 1, 1985, between
    Countrywide Mortgage Obligations, Inc. (“CMO, Inc.”) and Bankers Trust
    Company, as Trustee (“BTC”) (incorporated by reference to Exhibit 4.1 to
    CMO, Inc.’s Form 8-K filed with the SEC on January 24, 1986).

    4.2* Series A Supplement, dated as of December 1, 1985, to the Indenture
    (incorporated by reference to Exhibit 4.2 to CMO, Inc.’s Form 8-K filed
    with the SEC on January 24, 1986).

    4.3* Series B Supplement, dated as of February 1, 1986, to the Indenture
    (incorporated by reference to Exhibit 4.1 to CMO, Inc.’s Form 8-K filed
    with the SEC on March 31, 1986).

    4.4* Series C Supplement, dated as of April 1, 1986, to the Indenture
    (incorporated by reference to Exhibit 4.4 to CMO, Inc.’s Amendment No. 1
    to S-11 Registration Statement (No. 33-3274) filed with the SEC on May
    13, 1986).

    4.5* Series D Supplement, dated as of May 1, 1986, to the Indenture
    (incorporated by reference to Exhibit 4.5 to the Company’s S-11
    Registration Statement (No. 33-6787) filed with the SEC on June 26,
    1986).

    4.6* Series E Supplement, dated as of June 1, 1986, to the Indenture
    (incorporated by reference to Exhibit 4.6 to the Company’s Amendment No.
    1 to S-11 Registration Statement (No. 33-6787) filed with the SEC on July
    30, 1986).

    4.7* Series F Supplement, dated as of August 1, 1986, to the Indenture
    (incorporated by reference to Exhibit 4.1 to CMO, Inc.’s Form 8-K filed
    with the SEC on August 14, 1986).

    4.8* Series G Supplement, dated as of August 1, 1986, to the Indenture
    (incorporated by reference to Exhibit 4.8 to CMO, Inc.’s S-11
    Registration Statement (No.33-8705) filed with the SEC on September 12,
    1986).

    4.9* Series H Supplement, dated as of September 1, 1986, to the Indenture
    (incorporated by reference to Exhibit 4.1 to CMO, Inc’s Form 8-K filed
    with the SEC on October 7, 1986).

    21

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    4.10* Series I Supplement, dated as of October 1, 1986, to the Indenture
    (incorporated by reference to Exhibit 4.11 to CMO, Inc.’s Amendment No. 1
    to S-11 Registration Statement (No. 33-8705) filed with the SEC on
    October 27, 1986).

    4.11* Series J Supplement, dated as of October 15, 1986, to the Indenture
    (incorporated by reference to Exhibit 4.1 to CMO, Inc.’s Form 8-K filed
    with the SEC on November 12, 1986).

    4.12* Series K Supplement, dated as of December 1, 1986, to the Indenture
    (incorporated by reference to 4.1 to CMO, Inc.’s Form 8-K filed with the
    SEC on March 16, 1987).

    4.13* Series L Supplement, dated as of December 1, 1986, to the Indenture
    (incorporated by reference to Exhibit 4.2 to CMO, Inc.’s Form 8-K filed
    with the SEC on March 16, 1987).

    4.14* Series M Supplement, dated as of January 1, 1987, to the Indenture
    (incorporated by reference to Exhibit 4.3 to CMO, Inc.’s Form 8-K filed
    with the SEC on March 16, 1987).

    4.15* Indenture (the “SPNB Indenture”), dated as of December 1, 1986, between
    CMO, Inc. and Security Pacific National Bank, as Trustee (“SPNB”)
    (incorporated by reference to Exhibit 4.1 to CMO, Inc.’s Form 8-K filed
    with the SEC on January 9, 1987).

    4.16* Series W-1 Supplement, dated as of December 1, 1986, to the SPNB
    Indenture (incorporated by reference to Exhibit 4.2 to CMO, Inc.’s
    Form 8-K filed with the SEC on January 9, 1987).

    4.17* Series N Supplement, dated as of February 1, 1987, to the SPNB Indenture
    (incorporated by reference to Exhibit 4.1 to CMO, Inc.’s Form 8-K filed
    with the SEC on March 16, 1987).

    4.18* Indenture, dated as of February 1, 1987, between Countrywide Mortgage
    Trust 1987-I (the “1987-I Trust”) and SPNB (incorporated by reference to
    Exhibit 4.18 to the Company’s Form 10-K for the year ended December 31,
    1986).

    4.19* Indenture, dated as of June 1, 1987, between Countrywide Mortgage Trust
    1987-II (the “1987-II Trust”) and SPNB (incorporated by reference to
    Exhibit 4.19 to the Company’s Form 10-Q for the quarter ended June 30,
    1987).

    4.20* Indenture Supplement, dated as of September 1, 1987, among Countrywide
    Mortgage Obligations III, Inc. (“CMO III, Inc.”), CMO, Inc. and BTC
    (incorporated by reference to Exhibit 4.1 to CMO III, Inc.’s Form 8-K
    filed with the SEC on October 9, 1987).

    4.21* Indenture Supplement, dated as of September 1,1987, among CMO III, Inc.,
    CMO, Inc. and SPNB (incorporated by reference to Exhibit 4.2 to CMO III,
    Inc.’s. Form 8-K filed with the SEC on October 9, 1987).

    4.22* Indenture dated as of November 20, 1990, between the Countrywide Cash
    Flow Bond Trust (“CCFBT”) and BTC (incorporated by referenced to Exhibit
    4.22 to the Company’s Form 10-K for the year ended December 31, 1990).

    4.23* Indenture dated as of March 30, 1993 between Countrywide Mortgage Trust
    1993-I (the “1993-I Trust”) and State Street Bank and Trust Company (the
    “Bond Trustee”) (incorporated by reference to Exhibit 4.1 to the
    Company’s 10-Q for the quarter ended March 31, 1993).

    22

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    4.24* Indenture dated as of April 14, 1993 between Countrywide Mortgage Trust
    1993-II (the “1993-II Trust”) and the Bond Trustee (incorporated by
    reference to Exhibit 4.2 to the Company’s 10-Q for the quarter ended
    March 31, 1993).

    10.1* 1993 Amended and Extended Management Agreement, dated as of May 15, 1993,
    between CMI and Countrywide Asset Management Corporation (the “Manager”)
    (incorporated by reference to Exhibit 10.1 to the Company’s Amendment No.
    3 to S-3 Registration Statement (No.33-63034) filed with the SEC on July
    16, 1993).

    10.2* 1987 Amended and Restated Servicing Agreement, dated as of May 15, 1987,
    between CMI and Countrywide Funding Corporation (“CFC”) (incorporated by
    reference to Exhibit 10.2 to the Company’s Form 10-Q filed for the
    quarter ended June 30, 1987).

    10.3* 1993 Amended and Extended Loan Purchase and Administrative Services
    Agreement, dated as of May 15, 1993, between CMI and CFC (incorporated by
    reference to Exhibit 10.9 to the Company’s 10-Q for the quarter ended
    June 30, 1993).

    10.4* 1988 Amended and Restated Submanagement Agreement, dated as of May 15,
    1988, between CFC and the Manager (incorporated by reference to Exhibit
    10.4 to CMI’s Form 10-Q for the quarter ended March 31, 1988).

    10.5* 1985 Stock Option Plan adopted August 26, 1985, as amended February 12,
    1987 (incorporated by reference to Exhibit 10.6 to CMI’s Form 10-K for
    the year ended December 31, 1986).

    10.6* Form of Indemnity Agreement between CMI and CMI’s directors and officers
    (incorporated by reference to Exhibit 10.5 to CMI’s Form 10-Q for the
    quarter ended June 30, 1987).

    10.7* Form of Guaranty of Indemnity Agreement made by Countrywide Credit
    Industries, Inc. (“Countrywide Credit”) to CMI and CMI’s directors and
    officers (incorporated by reference to Exhibit 10.6 to CMI’s Form 10-Q
    for the quarter ended June 30, 1987).

    10.9* Servicing Agreement, dated as of November 15, 1986, among CMO, Inc. SPNB
    and CFC (incorporated by reference to Exhibit 10.1 to CMO, Inc.’s For

  2. I see that the SEC and whatever form of law enforcements is still too wimpy to really nail any of these crooks. I got news for them: Embezzlement is a felony and so is fraud and, my favorite, extortion. Extortion is what is going on with the servicers like Litton Loans and AHMSI. They are extorting money out of suffering homeowners and borrowers just like the Mafia used to do. Make no mistake the crime is just the same. Burmese8@yahoo.com

  3. I find it sickening how many of the articles written by the “press/media” out there completely filter out and manipulate what “gets” out to the “DEADBEATS” 🙂 Furthermore it appears they pick certain parts of total trivial info and want to make appear as CRUCIAL info when in reality the actual harmful and deceitful underlying issues are swept under the rug, but what else is new? I haven’t read/see any articles at all that totally address the real issue at hand; FRAUD, JAIL TIME, CRIMINAL CHARGES, ACTUAL PERPETRATORS, and that “overseeing” panel?! a total joke!!!! I am totally offended at the fact that “they” actually expect us to believe all the BS coming out of their mouth and stinky reports, I myself could’ve done a much better job on that so called report. What a bunch of BS!!! It amazes me how everyday they try to go around the real problem and keep on harping on nothing but air. How long will it take for them to simply cut the crap and go to work with subpoenas,injunctions against the fraudsters from EVER doing business in the states again,handcuffs, trails, jail time and throwing the key away for good? Ridiculous and offensive it’s what all those “slap on the hand” actions are!!

  4. I found this online, but wasn’t sure about including a link here. Maybe this explains some of what happened with this investigation outcome, and maybe it’s not over:

    “The line between criminal and civil securities fraud is often difficult to detect. The federal securities laws give the SEC the right to bring CIVIL enforcement actions based on violations of the antifraud provisions. The Department of Justice has the right to file CRIMINAL charges based on violations of those same sections if the conduct is also “willful” (my emphasis).

  5. Thanks, JL. The various enforcement agencies involved can no longer plead ignorance. They have the proof fo these transactions lay on their desks. The problem is that they are all on the same “cocktail party” list. This is the “ruling class” mentality I speak of. The top 2% of wealth holders refuse to acknowledge the breakdown of ethical dealings subsequent erosion of value in the mortgage markets. These people screwed THEIR FRIENDS, where is justice to be served, other than outside of the rule of law?

  6. Used Car’s comments – agree 100% –

    We need to go back to basics and reward the crooks by throwing them in jail so they think twice about taking advantage of the American people. Really, the government has given them a comfort level by their do nothing performance, so why should they straighten up, those without ethics of course.

    I don’t see how any of the Congress, regulatory or the Administrations can hold their heads up. Absolutely when other countries look around about them, and have seen how our government protects the rights of people, they probably laugh and think ” their eating their own, we don’t have to do anything.

    Harsh I know, but the government can do good work, they only have to do it, not talk about it with their play acting, games and ploys.

  7. CHUCK “U” SCHUMER IS THERE TO “CHUCK” YOU. No one will be held accountable; if they arrested them all there would not be enough prison cells.

  8. I noted this from the article and the ridiculous claims made by the SEC. I quote:

    “As we said at the time, the leaders of IndyMac played fast and loose with their lending practices, hurting both their shareholders and accountholders,” Mr. Schumer said on Friday. “Justice is finally getting done.”

    The S.E.C.’s case centers on supposed “material omissions and misstatements” in IndyMac’s regulatory filings. It does not scrutinize its lending.

    The article says the loans had soured and why do you supposed that was – why was the lending not scrutinzed – Are they insane. And why were they concerned with the fast and loose lending practices that hurt the stockholders and account holders: What is wrong with the SEC? Get rid of that department and do it quickly. To keep announcing to the American Public that they only go after selective issues and those have been pathetic to date. No jail time and no charges brought against ALL OF THE CULPRITS. Disgusting! Schumer hasn’t gotten together yet. What Justice is he talking about. None for the homeowner.

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