Base Offering Circular – Multifamily 49 A special version of the wash sale rules will apply to dispositions of Residual Securities.   Under that version, losses on dispositions of Residual Securities generally will be disallowed where, within six months before or after the disposition, the seller of such Securities acquires any residual interest in a REMIC or any interest in a taxable mortgage pool.  Regulations providing for appropriate exceptions to the application of the wash sale rules have been authorized, but have not yet been promulgated. Liquidation of the REMIC A REMIC may liquidate without the imposition of entity-level tax only in a “qualified liquidation.”  A liquidation is considered a qualified liquidation if the REMIC (i) adopts a plan of complete liquidation, (ii) sells all of its non-cash assets within 90 days of the date on which it adopts the plan, and (iii) credits or distributes in liquidation all of the sale proceeds plus its cash (other than amounts retained to meet claims against it) to its Holders within the 90-day period.   Under the REMIC Regulations, a plan of liquidation need not be in any special form.   Furthermore, if a REMIC specifies the first day in the 90-day liquidation period in a statement attached to its final tax return, the REMIC will be considered to have adopted a plan of liquidation on that date. Treatment by the Trust REMIC of Original Issue Discount, Market Discount, and Amortizable Premium Original Issue Discount.  Generally, a Trust REMIC’s deductions for OID expense on its Regular Securities will be determined in the same manner as for determining the OID income of the Holders of such Securities as described in “Tax Treatment of Regular Securities—Original Issue Discount” above, without regard to the de minimis rule described in that section. Market Discount.  In general, a Pooling REMIC or, in the case of a Series involving only a single Trust REMIC, that Trust REMIC (a “Single Trust REMIC”) will be considered to have acquired the mortgage loans underlying its Trust Assets with market discount if the basis of the Trust REMIC in such mortgage loans is exceeded by their adjusted issue prices by more than a statutory de minimis amount.  The Trust REMIC’s aggregate initial basis in such mortgage loans (and any other assets transferred to the Trust REMIC on the Startup Day) equals the aggregate of the issue prices of the regular and residual interests in the Trust REMIC.  That basis is allocated among the Trust REMIC’s assets based on their relative fair market values.  Any market discount that accrues on the mortgage loans underlying the Trust REMIC’s Ginnie Mae Multifamily Certificates will be recognized currently as an item of Trust REMIC ordinary income.  The amount of market discount income to be recognized in any period is determined in a manner generally similar to that used in the determination of OID, as if the mortgage loans had been issued (i) on the date they were acquired by the Trust REMIC and (ii) for a price equal to the Trust REMIC’s initial basis in the mortgage loans.  The Pricing Prepayment Assumptions will be used to compute the yield to maturity of the mortgage loans underlying a Trust REMIC’s Ginnie Mae Multifamily Certificates.  Pooling REMIC Regular Interests are acquired by Issuing REMICs at original issue, and thus the market discount rules do not apply to them. Premium.  Generally, if the basis of a Pooling REMIC or a Single Trust REMIC in the mortgage loans underlying its Ginnie Mae Multifamily Certificates exceeds the unpaid principal