Multifamily Base Offering Circular January 1, 2002 Government National Mortgage Association ® GINNIE MAE^® Guaranteed Multifamily REMIC Pass-Through Securities (Issuable in Series) The Government National Mortgage Association Guaranteed Multifamily REMIC Pass- Through Securities, which will be sold from time to time in one or more series, represent interests in separate Ginnie Mae REMIC Trusts established from time to time.  The Government National Mortgage Association (“Ginnie Mae”), a wholly-owned corporate instrumentality of the United States of America within the Department of Housing and Urban Development, guarantees the timely payment of principal and interest on each Class of Securities.  The Ginnie Mae Guaranty is backed by the full faith and credit of the United States of America.  The Ginnie Mae Guaranty does not extend to the payment of Prepayment Penalties. The terms of each Series will be described in an Offering Circular Supplement.  Each Trust will be comprised primarily of (i) “fully modified pass-through” mortgage-backed certificates as to which Ginnie Mae has guaranteed the timely payment of principal and interest pursuant to the Ginnie Mae I Program, (ii) certificates backed by Ginnie Mae Multifamily Certificates as to which Ginnie Mae has guaranteed the timely payment of principal and interest pursuant to the Ginnie Mae Platinum Program, or (iii) previously issued REMIC certificates evidencing interests in trusts consisting primarily of direct or indirect interests in Ginnie Mae Multifamily Certificates, as further described in the related Offering Circular Supplement.  The mortgage loans underlying the Ginnie Mae Multifamily Certificates consist of first and second lien, multifamily Mortgage Loans that are insured by the Federal Housing Administration (“FHA”) or coinsured by FHA and the related mortgage lender.  See “The Ginnie Mae Multifamily Certificates.” Each Series will be issued in two or more Classes. Each Class of Securities of a Series will evidence an interest in future principal payments and/or an interest in future interest payments on the Trust Assets included in the related Trust or a group of Trust Assets in the related Trust. The Holders of one or more Classes of Securities of a Series may be entitled to receive distributions of principal, interest, other revenues or any combination thereof prior to the Holders of one or more other Classes of Securities of that Series or after the occurrence of specified events, in each case as specified in the related Offering Circular Supplement. Base Offering Circular – Multifamily RICHMOND 801041v3