("REITs") as described in "Certain Federal Income Tax Consequences" in the Base Offering
Circular. Similarly, interest on the Regular Securities will be considered "interest on obliga-
tions secured by mortgages on real property" for REITs.
Residual Securities
The Class RR Securities will represent the beneficial ownership of the Residual Interest in
the Pooling REMIC and the beneficial ownership of the Residual Interest in the Issuing REMIC.
The Residual Securities, i.e., the Class RR Securities, generally will be treated as "residual
interests" in a REMIC for domestic building and loan associations and as "real estate assets" for
REITs, as described in "Certain Federal Income Tax Consequences" in the Base Offering
Circular, but will not be treated as debt for federal income tax purposes. Instead, the Holders of
the Residual Securities will be required to report, and will be taxed on, their pro rata shares of
the taxable income or loss of the Trust REMICs, and these requirements will continue until
there are no outstanding regular interests in the respective Trust REMICs. Thus, Residual
Holders will have taxable income attributable to the Residual Securities even though they will
not receive principal or interest distributions with respect to the Residual Securities, which
could result in a negative after-tax return for the Residual Holders. It is not expected that the
Pooling REMIC will have a substantial amount of taxable income or loss in any period.
However, even though the Holders of the Class RR Securities are not entitled to any stated
principal or interest payments on the Class RR Securities, the Issuing REMIC may have
substantial taxable income in certain periods, and offsetting tax losses may not occur until much
later periods. Accordingly, a Holder of the Class RR Securities may experience substantial
adverse tax timing consequences. Prospective investors are urged to consult their own tax
advisors and consider the after-tax effect of ownership of the Residual Securities and the
suitability of the Residual Securities to their investment objectives.
Prospective Holders of Residual Securities should be aware that, at issuance, based on the
expected prices of the Regular and Residual Securities and the prepayment assumption
described above, the residual interests represented by the Residual Securities will be treated as
"noneconomic residual interests" as that term is defined in Treasury regulations.
OID accruals on the Underlying SMBS Securities will be computed using the same
prepayment assumption as set forth under "Certain Federal Income Tax Consequences
Regular Securities" in this Supplement.
MX Securities
For a discussion of certain federal income tax consequences applicable to the MX Classes,
see "Certain Federal Income Tax Consequences Tax Treatment of MX Securities", " Ex-
changes of MX Classes and Regular Classes" and " Taxation of Foreign Holders of REMIC
Securities and MX Securities" in the Base Offering Circular.
Investors should consult their own tax advisors in determining the federal, state,
local and any other tax consequences to them of the purchase, ownership and
disposition of the Securities.
ERISA MATTERS
Ginnie Mae guarantees distributions of principal and interest with respect to the Securities.
The Ginnie Mae Guaranty is supported by the full faith and credit of the United States of
America. The Regular and MX Securities will qualify as "guaranteed governmental mortgage
pool certificates" within the meaning of a Department of Labor regulation, the effect of which is
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