in a fluctuating interest rate environment, the difference between the interest rates on the  Mortgage  Loans  and  prevailing  mortgage  interest  rates;  the  extent  to  which  the Mortgage  Loans  are  assumed  or  refinanced  or  the  underlying  properties  are  sold  or conveyed; changes in local industry and population as they affect vacancy rates; popula- tion migration; and the attractiveness of other investment alternatives. •   These factors may also include the application of lockout periods or the assessment of Prepayment Penalties. For a more detailed description of the lockout and Prepayment Penalty  provisions  of  the  Mortgage  Loans,  see  "Characteristics  of  the  Ginnie  Mae Multifamily Certificates and the Related Mortgage Loans" in, in the case of the Group 1 Securities, Exhibit A to this Supplement and, in the case of the Group 2 Securities, the Updated Exhibits A in Exhibit D to this Supplement. No representation is made concerning the particular effect that any of these or other factors may have on the prepayment behavior of the Mortgage Loans. The relative contribution of these or other factors may vary over time. Notwithstanding  the  foregoing,  the  Trust  will  not  be  entitled  to  receive  any  principal prepayments or any applicable Prepayment Penalties with respect to the Trust CLC Mortgage Loans until the earliest of (i) the liquidation of such Mortgage Loans, (ii) at the related Ginnie Mae Issuer's option, either (a) the first Ginnie Mae Certificate Payment Date of the Ginnie Mae Project  Loan  Certificate  following  the  conversion  of  the  Ginnie  Mae  Construction  Loan Certificate or (b) the date of conversion of the Ginnie Mae Construction Loan Certificate to a Ginnie  Mae  Project  Loan  Certificate,  and  (iii)  the  applicable  Maturity  Date.  However,  the Holders of the Securities will not receive any such amounts until the next Distribution Date and will not be entitled to receive any interest on such amount. In addition, following any Mortgage Loan default and the subsequent liquidation of the underlying Mortgaged Property, the principal balance of the Mortgage Loan will be distributed through a combination of liquidation proceeds, advances from the related Ginnie Mae Issuer and, to the extent necessary, proceeds of Ginnie Mae's guaranty of the Ginnie Mae Multifamily Certificates. •   As a result, defaults experienced on the Mortgage Loans will accelerate the distribution of principal of the Securities. •   Under certain circumstances, the Trustee has the option to purchase the Trust Assets, thereby effecting early retirement of the Securities. See "Description of the Securities – Termination" in this Supplement. Assumability Each Mortgage Loan may be assumed, subject to HUD review and approval, upon the sale of the related Mortgaged Property. See "Yield, Maturity and Prepayment Considerations – Assumability of FHA Loans" in the Multifamily Base Offering Circular. S-24