Base Offering Circular – Multifamily 55 statement identifying the inconsistency or establishes that the inconsistency resulted from incorrect information received from the REMIC.  The Service may assess a deficiency resulting from a failure to comply with the consistency requirement without instituting an administrative proceeding at the REMIC level.  A Trust REMIC typically will not register as a tax shelter pursuant to Code section 6111 because it generally will not have a net loss for any of the first five taxable years of its existence.  Any person that holds a Residual Security as a nominee for another person may be required to furnish the Trust REMIC, in a manner to be provided in Treasury regulations, with the name and address of such person and other specified information. Backup Withholding Under federal income tax law, a Holder may be subject to “backup withholding” under certain circumstances.  Backup withholding may apply to a Holder who is a United States person if the Holder, among other things, (i) fails to furnish his social security number or other taxpayer identification number (“TIN”) to the Trustee, (ii) furnishes the Trustee an incorrect TIN, (iii) fails to report properly interest and dividends, or (iv) under certain circumstances, fails to provide the Trustee or the Holder’s securities broker with a certified statement, signed under penalties of perjury, that the TIN provided to the Trustee is correct and that the Holder is not subject to backup withholding.  Backup withholding may apply, under certain circumstances, to a Holder who is a Non-U.S. Person if the Holder fails to provide the Trustee or the Holder’s securities broker with a Non-U.S. Person Certification.  Backup withholding applies to “reportable payments,” which include interest payments and principal payments to the extent of accrued OID, as well as distributions of proceeds from the sale of Regular Securities or Residual Securities.  Backup withholding, however, does not apply to payments on a Security made to certain exempt recipients, such as tax-exempt organizations, and to certain Foreign Persons.   Holders should consult their tax advisors for additional information concerning the potential application of backup withholding to payments received by them with respect to a Security. DUE TO THE COMPLEXITY OF THE FEDERAL INCOME TAX RULES APPLICABLE TO HOLDERS AND THE CONSIDERABLE UNCERTAINTY THAT EXISTS WITH RESPECT TO MANY ASPECTS OF THOSE RULES, POTENTIAL INVESTORS SHOULD CONSULT THEIR OWN TAX ADVISORS REGARDING THE TAX TREATMENT OF THE ACQUISITION, OWNERSHIP, AND DISPOSITION OF THE SECURITIES. STATE TAX CONSIDERATIONS In addition to the federal income tax consequences described in “Certain Federal Income Tax Consequences,” potential investors should consider the state income tax consequences of the acquisition, ownership, and disposition of the Securities.  State income tax law may differ substantially from the corresponding federal law, and this discussion does not purport to describe any aspect of the income tax laws of any state.  Therefore, potential investors should consult their own tax advisors with respect to the various state tax consequences of an investment in the Securities.