Group of Trust Assets actually will occur or the level of LIBOR at any time after the date of this Supplement. See "Certain Federal Income Tax Consequences" in the Base Offering Circular. The  Regular  Securities  generally  will  be  treated  as  "regular  interests"  in  a  REMIC  for domestic building and loan associations and "real estate assets" for real estate investment trusts ("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. 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 Trust REMICs 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. The United States Department of the Treasury has recently issued temporary regulations that may accelerate the time for withholding with respect to excess inclusions allocable to foreign investors in certain types of pass-through entities that hold the Residual Securities. The regulations are effective as to allocations of income on or after August 1, 2006. You should consult your tax advisor concerning these regulations and their potential application to an investment by you in the Residual Securities. 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. S-26