Common use of Acts of Certificateholders Clause in Contracts

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 Form of Class A-3 Certificates Exhibit A-4 Form of Class M-1 Certificates Exhibit A-5 Form of Class M-2 Certificates Exhibit A-6 Form of Class M-3 Certificates Exhibit A-7 Form of Class M-4 Certificates Exhibit A-8 Form of Class M-5 Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of Mortgage Loan Purchase Agreement Exhibit D Mortgage Loan Schedule Exhibit E Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney Exhibit J Form of Investment Letter Exhibit K Form of Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule This Pooling and Servicing Agreement is dated as of November 15, 2004 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP., as depositor (the "Depositor"), OCWEN FEDERAL BANK FSB, as servicer (the "Servicer") and DEUTSCHE BANK NATIONAL TRUST COMPANY, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 Form of Class A-3 Certificates Exhibit A-4 Form of Class A-4 Certificates Exhibit B-1 Form of Class M-1 Certificates Exhibit A-5 B-2 Form of Class M-2 Certificates Exhibit A-6 B-3 Form of Class M-3 Certificates Exhibit A-7 B-4 Form of Class M-4 Certificates Exhibit A-8 B-5 Form of Class M-5 Certificates Exhibit A-9 B-6 Form of Class M-6 Certificates Exhibit A-10 C-1 Form of Class M-7 CE Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 C-2 Form of Class P Certificates Exhibit A-18 C-3 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of D-1 Group 1 Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group 2 Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form of Investment Letter Exhibit K Form of Class R Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Monthly Information Provided by Master Servicer Exhibit N Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Yield Maintenance Agreement Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule Certification Exhibit P-1 Form of Certification of the Trustee to be Provided to Depositor Exhibit P-2 Form of Certification of the Master Servicer to be Provided to Depositor This Pooling and Servicing Agreement is dated as of November 15April 1, 2004 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBOPTION ONE MORTGAGE CORPORATION, as servicer (the "Master Servicer") ), and DEUTSCHE BANK WELLS FARGO BANK, NATIONAL TRUST COMPANYASSOCIATION, as trustee (the "Trustee").

Acts of Certificateholders. 147 86 EXHIBITS: Exhibit A-1 Form of Class A-1 A Certificates Exhibit A-2 Form of Class A-2 AIO Certificates Exhibit A-3 B Form of Class A-3 B Certificates Exhibit A-4 C-1 Form of Class R Certificates Exhibit C-2 Form of Class M-1 Certificates Exhibit A-5 C-3 Form of Class M-2 Certificates Exhibit A-6 C-4 Form of Class M-3 Certificates Exhibit A-7 C-5 Form of Class M-4 CE Certificates Exhibit A-8 Form of Class M-5 Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 C-6 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of Mortgage Loan Purchase Agreement Exhibit D Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Interim Certification Exhibit F-3 Form of Receipt of Mortgage Note Trustee's Final Certification Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J J-1 Form of Investment Letter (Non-Rule 144A) Exhibit J-2 Form of Investment Letter (Rule 144A) Exhibit K Form of Residual Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Depository Agreement Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification N Monthly Information Provided by Servicer Exhibit O Form of Cap Contract Initial 60+ Day Delinquent Loans to Be Repurchased Schedule I ▇▇▇▇▇ Fargo Prepayment Charge Schedule Matrix This Pooling and Servicing Agreement is dated as of November 15March 1, 2004 2002 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSB▇▇▇▇▇ FARGO HOME MORTGAGE, INC., as servicer (the "Servicer"), ▇▇▇▇▇ FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, as securities administrator (the "Securities Administrator") and DEUTSCHE BANK FIRST UNION NATIONAL TRUST COMPANYBANK, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 AV-1 Certificates Exhibit A-2 Form of Class A-2 AV-2 Certificates Exhibit A-3 Form of Class A-3 AF-1 Certificates Exhibit A-4 Form of Class M-1 AF-2 Certificates Exhibit A-5 Form of Class M-2 AF-3 Certificates Exhibit A-6 Form of Class M-3 AF-4 Certificates Exhibit A-7 Form of Class M-4 Certificates Exhibit A-8 Form of Class M-5 Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 B-1 Form of Class B-1 Certificates Exhibit A-15 B-2 Form of Class B-2 Certificates Exhibit A-16 B-3 Form of Class C B-3 Certificates Exhibit A-17 B-4 Form of Class P B-4 Certificates Exhibit A-18 B-5 Form of Class B-5 Certificates Exhibit C-1A Form of Class R Certificates Certificate Exhibit A-19 C-1B Form of Class R-X Certificate Exhibit C-2 Form of Class M-1 Certificates Exhibit B [Reserved] Exhibit C C-3 Form of Class M-2 Certificates Exhibit C-4 Form of Class M-3 Certificates Exhibit C-5 Form of Class X Certificates Exhibit C-6 Form of Class N Certificates Exhibit D-1 Group I Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group II Mortgage Loan Schedule Exhibit E Form of Request for Release of Documents Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J J-1 Form of Investment Letter [Non-Rule 144A] Exhibit J-2 Form of Rule 144A Investment Letter Exhibit K Form of Residual Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M [Reserved] Exhibit N DTC Letter of Representations Exhibit O [Reserved] Exhibit P Monthly Information Provided by Servicer Exhibit Q Form of ERISA Representation Letter Officer's Certificate with Respect to Prepayments Exhibit N-1 R Form of Depositor's Notice of Prepayment Penalty Inconsistency Exhibit S-1 Form of Group I Yield Maintenance Agreement Exhibit S-2 Form of Class M Yield Maintenance Agreement Exhibit T Form of Certification Exhibit N-2 U Form of Trustee's Certification to be Provided by Trustee Exhibit N-3 V Schedule of Mortgage Loans without Title Policies Exhibit W Form of Servicer's Certification Exhibit O Form Power of Cap Contract Schedule I Prepayment Charge Schedule Attorney This Pooling and Servicing Agreement is dated as of November 15March 1, 2004 2005 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBCREDIT-BASED ASSET SERVICING AND SECURITIZATION LLC, as seller (the "Seller"), LITTON LOAN SERVICING LP, as servicer (the "Servicer") ), and DEUTSCHE BANK JPMORGAN CHA▇▇ ▇▇▇K, NATIONAL TRUST COMPANYASSOCIATION, as trustee (the "Trustee").

Acts of Certificateholders. 147 138 Section 11.12 Compliance with Regulation AB........................ 138 -iv- EXHIBITS: Exhibit A-1 Form of Class A-1 AV-1 Certificates Exhibit A-2 Form of Class A-2 AV-2 Certificates Exhibit A-3 Form of Class A-3 AV-3 Certificates Exhibit A-4 Form of Class M-1 AV-4 Certificates Exhibit A-5 Form of Class M-2 Certificates Exhibit A-6 Form of Class M-3 Certificates Exhibit A-7 Form of Class M-4 Certificates Exhibit A-8 Form of Class M-5 Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 B-1-1 Form of Class B-1 Certificates (144A) Exhibit A-15 B-1-2 Form of Class B-1 Certificates (Regulation S) Exhibit B-2-1 Form of Class B-2 Certificates (144A) Exhibit A-16 B-2-2 Form of Class C B-2 Certificates (Regulation S) Exhibit A-17 B-3-1 Form of Class P B-3 Certificates (144A) Exhibit A-18 B-3-2 Form of Class B-3 Certificates (Regulation S) Exhibit B-4-1 Form of Class B-4 Certificates (144A) Exhibit B-4-2 Form of Class B-4 Certificates (Regulation S) Exhibit C-1-1 Form of Class R Certificates Certificate Exhibit A-19 C-1-2 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C C-2 Form of Mortgage Loan Purchase Agreement Class M-1 Certificates Exhibit C-3 Form of Class M-2 Certificates Exhibit C-4 Form of Class M-3 Certificates Exhibit C-5 Form of Class M-4 Certificates Exhibit C-6 Form of Class M-5 Certificates Exhibit C-7 Form of Class M-6 Certificates Exhibit C-8 Form of Class P Certificates Exhibit C-9 Form of Class CE Certificates Exhibit D Mortgage Loan Schedule Exhibit E Form of Request for Release of Documents Exhibit F-1 Form of TrusteeCustodian's Initial Certification Exhibit F-2 Form of TrusteeCustodian's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form Forms of Investment Letter Letters Exhibit K Form of Residual Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Monthly Information Provided by Servicer Exhibit N Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Swap Agreement Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule Power of Attorney Exhibit P-1 Form of 1122(d) Servicing Criteria Letter Exhibit P-2 Servicing Criteria (Exhibit A to Form of Assessment of Compliance) Exhibit P-3 Form of ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification (Servicer) Exhibit P-4 Form of Item 1123 Certification (Servicer) Exhibit P-5 Form of Officer's Certificate (Trustee) Exhibit Q Form of Officer's Certificate with Respect to Prepayments Exhibit R Form 8-K Disclosure Exhibit S Form 10-D Disclosure Exhibit T Form 10-K Disclosure This Pooling and Servicing Agreement is dated as of November 15May 1, 2004 2006 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP▇▇▇▇▇▇▇ ▇▇▇▇▇ MORTGAGE INVESTORS, INC., as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBCREDIT-BASED ASSET SERVICING AND SECURITIZATION LLC, as seller (the "Seller"), ▇▇▇▇▇▇ LOAN SERVICING LP, as servicer (the "Servicer") and DEUTSCHE U.S. BANK NATIONAL TRUST COMPANYASSOCIATION, as trustee (the "Trustee").

Acts of Certificateholders. 147 78 EXHIBITS: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-2 Form of Class A-2 M-1 Certificates Exhibit A-3 Form of Class A-3 M-2 Certificates Exhibit A-4 Form of Class M-1 M-3 Certificates Exhibit A-5 Form of Class M-2 AIO Certificates Exhibit A-6 Form of Class M-3 O Certificates Exhibit A-7 Form of Class M-4 P Certificates Exhibit A-8 Form of Class M-5 RL Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X RU Certificates Exhibit B [Reserved] Mortgage Loan Schedule Exhibit C Form of Mortgage Loan Purchase Agreement Addition Notice Exhibit D Mortgage Loan Schedule Form of Subsequent Transfer Instrument Exhibit E Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney Exhibit J Form of Investment Letter Exhibit K H Form of Residual Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule This Pooling and Servicing Agreement is dated as of November 15March 1, 2004 2001 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.NOVASTAR MORTGAGE FUNDING CORPORATION, as depositor a Delaware --------- Corporation (the "DepositorCompany"), OCWEN FEDERAL BANK FSBNOVASTAR MORTGAGE, INC., as servicer (the ------- "Servicer") and DEUTSCHE as seller (the "Seller"), ▇▇▇▇▇ FARGO BANK NATIONAL TRUST COMPANYMINNESOTA, N.A., as -------- ------ certificate administrator (the "Certificate Administrator") and as trustee (the ------------------------- "Trustee")., and FIRST UNION NATIONAL BANK, as custodian (the "Custodian"). ------- ---------

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 A Form of Class A-1 A Certificates Exhibit A-2 B Form of Class A-2 X Certificates Exhibit A-3 Form of Class A-3 Certificates Exhibit A-4 Form of Class M-1 Certificates Exhibit A-5 Form of Class M-2 Certificates Exhibit A-6 Form of Class M-3 Certificates Exhibit A-7 Form of Class M-4 Certificates Exhibit A-8 Form of Class M-5 Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 C-1 Form of Class R Certificates Exhibit A-19 C-2 Form of Class R-X B Certificates Exhibit B [Reserved] Exhibit C Form of Mortgage Loan Purchase Agreement Exhibit D Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of Rule 144A Representation Letter Exhibit F-2 Form of Transferor Certificate Exhibit F-3 Form of Transferee Representation Letter Exhibit F-4 Form of Transfer Affidavit and Agreement and Form of Transferor Affidavit Exhibit G-1 Form of ERISA Representation Letter (Class B-4, Class B-5 and Class B-6) Exhibit G-2 Form of ERISA Representation Letter (Class A-5, Class A-6, Class A-7, Class B-1, Class B-2 and ▇▇▇▇▇ ▇-▇) ▇▇hibit H Form of Lost Note Affidavit Exhibit I-1 Form of Trustee's Initial Certification Exhibit F-2 I-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of J Mortgage Note Exhibit G Form of Compliance Certificate Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney Exhibit J Form of Investment Letter Loan Purchase Agreement Exhibit K Form of Transfer Affidavit for Residual Certificates Assignment, Assumption and Recognition Agreement (Additional Collateral Servicing Agreement) Exhibit L Form of Transferor Certificate Planned Principal Balances Exhibit M Form of ERISA Representation Letter Form 10-K Certificate Exhibit N-1 N Form of Depositor's Back-up Certification Exhibit N-2 to Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification 10-K Certificate Exhibit O Servicing Criteria to Be Addressed in Assessment of Compliance Exhibit P Form of Cap Contract Schedule I Prepayment Charge Schedule 10-D, Form 8-K and Form 10-K Reporting Responsibility This Pooling and Servicing Agreement is dated as of November 15[________ 1, 2004 200__] (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.PHH MORTGAGE CAPITAL LLC, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBPHH MORTGAGE CORPORATION, as master servicer (the "Master Servicer") and DEUTSCHE BANK NATIONAL TRUST COMPANY[____________], as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: --------- Exhibit A-1 Form of Class A-1 Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 Form of Class A-3 Certificates Exhibit A-4 B-1 Form of Class M-1 Certificates Exhibit A-5 B-2 Form of Class M-2 Certificates Exhibit A-6 B-3 Form of Class M-3 Certificates Exhibit A-7 B-4 Form of Class M-4 Certificates Exhibit A-8 B-5 Form of Class M-5 Certificates Exhibit A-9 B-6 Form of Class M-6 Certificates Exhibit A-10 B-7 Form of Class M-7 Certificates Exhibit A-11 B-8 Form of Class M-8 Certificates Exhibit A-12 B-9 Form of Class M-9 Certificates Exhibit A-13 C-1 Form of Class M-10 CE Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 C-2 Form of Class P Certificates Exhibit A-18 C-3 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of Mortgage Loan Purchase Agreement Exhibit D Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form of Investment Letter Exhibit K Form of Class R Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Monthly Information Provided by Master Servicer Exhibit N Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Yield Maintenance Agreements Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule This Pooling and Servicing Agreement is dated as Certification Exhibit P Form of November 15, 2004 (Certification of the "Agreement"), among FINANCIAL Securities Administrator to be Provided to Master Servicer ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSB▇▇▇▇▇ FARGO BANK, N.A., as master servicer (in such capacity, the "Master Servicer") and as securities administrator (in such capacity, the "Securities Administrator"), and DEUTSCHE BANK NATIONAL TRUST COMPANY, as trustee (the "Trustee"), are entering into this Pooling and Servicing Agreement, dated as of August 1, 2004 (the "Agreement").

Acts of Certificateholders. 147 EXHIBITS: --------- Exhibit A-1 Form of Class A-1 I-A1 Certificates Exhibit A-2 Form of Class A-2 II-A1 Certificates Exhibit A-3 Form of Class A-3 II-A2 Certificates Exhibit A-4 Form of Class M-1 II-A3 Certificates Exhibit A-5 Form of Class M-2 II-A4 Certificates Exhibit A-6 Form of Class M-3 M-1 Certificates Exhibit A-7 Form of Class M-4 M-2 Certificates Exhibit A-8 Form of Class M-5 M-3 Certificates Exhibit A-9 Form of Class M-6 M-4 Certificates Exhibit A-10 Form of Class M-7 M-5 Certificates Exhibit A-11 Form of Class M-8 M-6 Certificates Exhibit A-12 Form of Class M-9 M-7 Certificates Exhibit A-13 Form of Class M-10 M-8 Certificates Exhibit A-14 Form of Class B-1 M-9 Certificates Exhibit A-15 Form of Class B-2 B-1 Certificates Exhibit A-16 Form of Class C B-2 Certificates Exhibit A-17 Form of Class P C Certificates Exhibit A-18 Form of Class P Certificates Exhibit A-19 Form of Class R Certificates Exhibit A-19 A-20 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of Mortgage Loan Purchase Agreement Exhibit D Mortgage Loan Schedule Exhibit E Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Trust Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Custodial Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney Exhibit J Form of Investment Letter Exhibit K Form of Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification to be Provided by the Depositor with Form 10-K Exhibit N-2 Form of Trustee's Certification to be Provided to the Depositor by the Trustee Exhibit N-3 Form of Servicer's Certification to be Provided to the Depositor by the Servicer Exhibit O Form of Cap Contract Exhibit P Form of Annual Statement as to Compliance Exhibit Q Form of Addition Notice Exhibit R Form of Subsequent Transfer Instrument Schedule I Prepayment Charge Schedule This Pooling and Servicing Agreement is dated as of November 15April 1, 2004 2005 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP., as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBNATIONAL HOME LOAN SERVICES, INC., as servicer (the "Servicer") and DEUTSCHE BANK NATIONAL TRUST COMPANY, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 AI-1 Certificates Exhibit A-2 Form of Class A-2 AI-2 Certificates Exhibit A-3 Form of Class A-3 AI-3 Certificates Exhibit A-4 Form of Class M-1 AI-4 Certificates Exhibit A-5 Form of Class M-2 AII-1 Certificates Exhibit A-6 Form of Class M-3 A-IO Certificates Exhibit A-7 B Form of Class M-4 B Certificates Exhibit A-8 Form of Class M-5 Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 C-1 Form of Class R Certificates Exhibit A-19 C-2 Form of Class R-X M-1 Certificates Exhibit B [Reserved] Exhibit C C-3 Form of Mortgage Loan Purchase Agreement Class M-2 Certificates Exhibit C-4 Form of Class M-3 Certificates Exhibit C-5 Form of Class CE Certificates Exhibit C-6 Form of Class P Certificates Exhibit D Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form of Investment Letter Exhibit K Form of Residual Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Monthly Information Provided by Servicer Exhibit N Form of ERISA Representation Letter Exhibit N-1 Form of DepositorOfficer's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule Certificate with Respect to Prepayments This Pooling and Servicing Agreement is dated as of November 15April 1, 2004 2002 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBLITTON LOAN SERVICING LP, as servicer (the "Servicer") ), and DEUTSCHE BANK NATIONAL TRUST COMPANYLASALLE BAN▇ ▇▇▇▇ONAL ASSOCIATION, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 Form of Class A-3 Certificates Exhibit A-4 B-1 Form of Class M-1 Certificates Exhibit A-5 B-2 Form of Class M-2 Certificates Exhibit A-6 B-3 Form of Class M-3 Certificates Exhibit A-7 B-4 Form of Class M-4 Certificates Exhibit A-8 B-5 Form of Class M-5 Certificates Exhibit A-9 B-6 Form of Class M-6 Certificates Exhibit A-10 B-7 Form of Class M-7 Certificates Exhibit A-11 C-1 Form of Class M-8 CE Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 C-2 Form of Class P Certificates Exhibit A-18 C-3 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of D-1 Group 1 Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group 2 Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form of Investment Letter Exhibit K Form of Class R Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Monthly Information Provided by Master Servicer Exhibit N Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Yield Maintenance Agreements Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule This Pooling and Servicing Agreement is dated as Certification Exhibit P-1 Form of November 15, 2004 (Certification of the "Agreement"), among FINANCIAL Trustee to be Provided to Depositor Exhibit P-2 Form of Certification of the Master Servicer to be Provided to Depositor ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBOPTION ONE MORTGAGE CORPORATION, as servicer (the "Master Servicer") ), and DEUTSCHE BANK NATIONAL TRUST COMPANYWELLS FARGO BANK, N.A., as trustee (the "Trustee") are entering into th▇▇ ▇▇oling and Servicing Agreement, dated as of June 1, 2004 (the "Agreement").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 A-1A Certificates Exhibit A-2 Form of Class A-2 A-2A Certificates Exhibit A-3 Form of Class A-3 A-2B Certificates Exhibit A-4 Form of Class A-IO Certificates Exhibit B-1 Form of Class B-1 Certificates Exhibit B-2 Form of Class B-2 Certificates Exhibit C-1 Form of Class R Certificates Exhibit C-2 Form of Class M-1 Certificates Exhibit A-5 C-3 Form of Class M-2 Certificates Exhibit A-6 C-4 Form of Class M-3 X Certificates Exhibit A-7 C-5 Form of Class M-4 N Certificates Exhibit A-8 Form of Class M-5 Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of Mortgage Loan Purchase Agreement Exhibit D Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of TrusteeCertificate Administrator's Initial Certification Exhibit F-2 Form of TrusteeCertificate Administrator's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form of Investment Letter Exhibit K Form of Residual Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M [Reserved] Exhibit N Depository Agreement Exhibit O [Reserved] Exhibit P Monthly Information Provided by Servicer Exhibit Q Form of ERISA Representation Letter Exhibit N-1 Form of DepositorOfficer's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule Certificate with Respect to Prepayments This Pooling and Servicing Agreement is dated as of November 15February 1, 2004 2002 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBCREDIT-BASED ASSET SERVICING AND SECURITIZATION LLC, as seller (the "Seller"), ▇▇▇▇▇▇ LOAN SERVICING LP, as servicer (the "Servicer") and DEUTSCHE ), U.S. BANK NATIONAL TRUST COMPANYASSOCIATION, as trustee (the "Trustee"), and JPMORGAN CHASE BANK, as certificate administrator (the "Certificate Administrator").

Acts of Certificateholders. 147 EXHIBITSExhibits: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 Form of Class A-3 M-1H Certificates Exhibit A-4 Form of Class M-1 M-1A Certificates Exhibit A-5 Form of Class M-2 Certificates Exhibit A-6 Form of Class M-3 Certificates Exhibit A-7 Form of Class M-4 M-4A Certificates Exhibit A-8 Form of Class M-5 M-4F Certificates Exhibit A-9 Form of Class M-6 M-5A Certificates Exhibit A-10 Form of Class M-7 M-5F Certificates Exhibit A-11 Form of Class M-8 C Certificates Exhibit A-12 Form of Class M-9 P Certificates Exhibit A-13 Form of Class M-10 R Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of Mortgage Loan Purchase Agreement Exhibit D Mortgage Loan Schedule Exhibit E Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate [Reserved] Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney Exhibit J Form of Investment Letter Exhibit K Form of Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Exhibit O [Reserved] Exhibit P Form of Cap Contract Annual Statement as to Compliance Schedule I Prepayment Charge Schedule This Pooling and Servicing Agreement is dated as of November 15June 1, 2004 2003 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP., as depositor (the "Depositor"), OCWEN FEDERAL BANK FSB▇▇▇▇▇▇ LOAN SERVICING LP, as servicer (the "Servicer") and DEUTSCHE BANK NATIONAL TRUST COMPANY, as trustee (the "Trustee").

Acts of Certificateholders. 147 86 APPENDIX A EXHIBITS: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 Form of Class A-3 M-1 Certificates Exhibit A-4 Form of Class M-1 M-2 Certificates Exhibit A-5 Form of Class M-2 M-3 Certificates Exhibit A-6 Form of Class M-3 Certificates [RESERVED] Exhibit A-7 Form of Class M-4 I Certificates Exhibit A-8 Form of Class M-5 X Certificates Exhibit A-9 Form of Class M-6 P Certificates Exhibit A-10 Form of Class M-7 O Certificates Exhibit A-11 Form of Class M-8 R Certificates Exhibit A-12 Form of Class M-9 B-1 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Mortgage Loan Schedule Exhibit C Form of Mortgage Loan Purchase Agreement Addition Notice Exhibit D Mortgage Loan Schedule Form of Subsequent Transfer Instrument Exhibit E Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Investment Letter Exhibit H Form of Lost Note Residual Certificate Transfer Affidavit Exhibit I Form of Limited Power of Attorney Transferor's Certificate Exhibit J Form of Investment Letter Exhibit K Form of Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule Notional Amount Test Event Notice This Pooling and Servicing Agreement is dated as of November 15June 1, 2004 2003 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.NOVASTAR MORTGAGE FUNDING CORPORATION, as depositor company (the "DepositorCompany"), OCWEN FEDERAL BANK FSBNOVASTAR MORTGAGE, INC., as servicer (the "Servicer") and DEUTSCHE BANK as seller (the "Seller"), WACHOVIA BANK, NATIONAL TRUST COMPANYASSOCIATION, as custodian (the "Custodian") and JPMORGAN CHASE BANK, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: -------- Exhibit A-1 Form of Class A-1 Certificates Exhibit A-1A Form of Class A-1A Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 B Form of Class A-3 B Certificates Exhibit A-4 C-1 Form of Class M-1 Certificates Exhibit A-5 C-2 Form of Class M-2 Certificates Exhibit A-6 C-3 Form of Class M-3 Certificates Exhibit A-7 C-4 Form of Class M-4 Certificates Exhibit A-8 C-5 Form of Class M-5 Certificates Exhibit A-9 C-6 Form of Class M-6 Certificates Exhibit A-10 C-7 Form of Class M-7 CE Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 C-8 Form of Class P Certificates Exhibit A-18 C-9 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of D-1 Group 1 Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group 2 Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form of Investment Letter Exhibit K Form of Class R Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Monthly Information Provided by Master Servicer Exhibit N Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Yield Maintenance Agreement Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule This Pooling and Servicing Agreement is dated as Certification Exhibit P-1 Form of November 15, 2004 (Certification of the "Agreement"), among FINANCIAL Trustee to be Provided to Depositor Exhibit P-2 Form of Certification of the Master Servicer to be Provided to Depositor ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBOPTION ONE MORTGAGE CORPORATION, as servicer (the "Master Servicer") ), and DEUTSCHE BANK WELLS FARGO BANK, NATIONAL TRUST COMPANYASSOCIATION, as trustee (the "Trustee") are ▇▇▇▇▇ing into this Amended and Restated Pooling and Servicing Agreement, dated as of June 1, 2004 (the "Agreement"), to amend and restate the Pooling and Servicing Agreement, dated as of March 1, 2004 (the "Original Agreement"), in its entirety. The Depositor, Master Servicer and Trustee hereby amend and restate the Original Agreement in its entirety in order to provide for the rights of Ambac Assurance Corporation, as the insurer issuing a financial guaranty insurance policy that guarantees payment on net interest margin securities secured by the Class CE and Class P Certificates, as provided in Section 11.01 of the Original Agreement.

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-1A Form of Class A-1A Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 B Form of Class A-3 B Certificates Exhibit A-4 C-1 Form of Class M-1 Certificates Exhibit A-5 C-2 Form of Class M-2 Certificates Exhibit A-6 C-3 Form of Class M-3 Certificates Exhibit A-7 C-4 Form of Class M-4 Certificates Exhibit A-8 C-5 Form of Class M-5 Certificates Exhibit A-9 C-6 Form of Class M-6 Certificates Exhibit A-10 C-7 Form of Class M-7 CE Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 C-8 Form of Class P Certificates Exhibit A-18 C-9 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of D-1 Group 1 Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group 2 Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form of Investment Letter Exhibit K Form of Class R Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Monthly Information Provided by Master Servicer Exhibit N Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Yield Maintenance Agreement Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule Certification Exhibit P-1 Form of Certification of the Trustee to be Provided to Depositor Exhibit P-2 Form of Certification of the Master Servicer to be Provided to Depositor This Pooling and Servicing Agreement is dated as of November 15March 1, 2004 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBOPTION ONE MORTGAGE CORPORATION, as servicer (the "Master Servicer") ), and DEUTSCHE BANK WELLS FARGO BANK, NATIONAL TRUST COMPANYASSOCIATION, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITSExhibits: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 Form of Class A-3 Certificates Exhibit A-4 Form of Class M-1 A-4 Certificates Exhibit A-5 Form of Class M-2 A-5 Certificates Exhibit A-6 Form of Class M-3 A-6 Certificates Exhibit A-7 Form of Class M-4 M-1 Certificates Exhibit A-8 Form of Class M-5 M-2 Certificates Exhibit A-9 Form of Class M-6 M-3 Certificates Exhibit A-10 Form of Class M-7 M-4 Certificates Exhibit A-11 Form of Class M-8 M-5 Certificates Exhibit A-12 Form of Class M-9 M-6 Certificates Exhibit A-13 Form of Class M-10 M-7 Certificates Exhibit A-14 Form of Class B-1 M-8 Certificates Exhibit A-15 Form of Class B-2 M-9 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form Forms of Mortgage Loan Purchase Assignment Agreement Exhibit D Mortgage Loan Schedule Exhibit E Request for Release Exhibit F-1 Form of Trustee's Trustee’s/Custodian’s Initial Certification Exhibit F-2 Form of Trustee's Trustee’s/Custodian’s Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Custodial Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney Exhibit J Form of Investment Letter Exhibit K Form of Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification to be Provided by the Depositor with Form 10-K Exhibit N-2 Form of Trustee's Certification to be Provided to the Depositor by the Trustee Exhibit N-3 Form of Servicer's Certification to be Provided to the Depositor by the Servicer Exhibit O Form of Cap Contract Exhibit P Form of Annual Statement as to Compliance Exhibit Q [Reserved] Exhibit R [Reserved] Schedule I Prepayment Charge Schedule Schedule II Monthly Cap Termination Payment Schedule This Pooling and Servicing Agreement is dated as of November 15August 1, 2004 2005 (the "“Agreement"”), among FINANCIAL ASSET SECURITIES CORP., as depositor (the "“Depositor"”), OCWEN FEDERAL BANK FSBOPTION ONE MORTGAGE CORPORATION, as servicer (the "“Servicer"”) and DEUTSCHE BANK NATIONAL TRUST COMPANY, as trustee (the "“Trustee"”).

Acts of Certificateholders. 147 EXHIBITS: EXHIBITS Exhibit A-1 Form of Class A-1 Certificates Exhibit A-2 Form of Class A-2 A-2A Certificates Exhibit A-3 Form of Class A-3 A-2B Certificates Exhibit A-4 Form of Class M-1 A-2C Certificates Exhibit A-5 Form of Class A-2D Certificates Exhibit B-1 Form of Class M-1 Certificates Exhibit B-2 Form of Class M-2 Certificates Exhibit A-6 B-3 Form of Class M-3 Certificates Exhibit A-7 B-4 Form of Class M-4 Certificates Exhibit A-8 B-5 Form of Class M-5 Certificates Exhibit A-9 B-6 Form of Class M-6 Certificates Exhibit A-10 B-7 Form of Class M-7 Certificates Exhibit A-11 B-8 Form of Class M-8 Certificates Exhibit A-12 B-9 Form of Class M-9 Certificates Exhibit A-13 B-10 Form of Class M-10 Certificates Exhibit A-14 B-11 Form of Class M-11 Certificates Exhibit B-12 Form of Class B-1 Certificates Exhibit A-15 B-13 Form of Class B-2 Certificates Exhibit A-16 C-1 Form of Class C CE Certificates Exhibit A-17 C-2 Form of Class P Certificates Exhibit A-18 C-3 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of D-1 Group 1 Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group 2 Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J J-1 Form of Investment Letter (Non-Rule 144A) Exhibit J-2 Form of Rule 144A Investment Letter Exhibit K Form of Class R Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Monthly Information Provided by Servicer Exhibit N Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Yield Maintenance Agreements Exhibit O Form of Cap Contract Schedule I Certification Exhibit P-1 Form of Certification of the Trustee to be Provided to Depositor Exhibit P-2 Form of Certification of the Servicer to be Provided to Depositor Exhibit Q Representations and Warranties Regarding Prepayment Charge Schedule This Pooling and Servicing Agreement is dated as of November 15, 2004 (the "Agreement"), among FINANCIAL Charges ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBSAXON MORTGAGE SERVICES, INC., as servicer (the "Servicer") ), and DEUTSCHE BANK NATIONAL TRUST COMPANYWELLS FARGO BANK, N.A., as trustee (the "Trustee") are entering into th▇▇ ▇▇oling and Servicing Agreement, dated as of August 1, 2005 (the "Agreement").

Acts of Certificateholders. 147 Section 11.12 Assumption of Auction Administration Agreement and Swap Agreement......................................................... EXHIBITS: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 A-IO Form of Class A-3 AIO Certificates Exhibit A-4 A-IO-INV Form of Class AIO-INV Certificates Exhibit B Form of Class B Certificates Exhibit C-1 Form of Class R Certificate Exhibit C-2 Form of Class M-1 Certificates Exhibit A-5 C-3 Form of Class M-2 Certificates Exhibit A-6 C-4 Form of Class M-3 Certificates Exhibit A-7 C-5 Form of Class M-4 Certificates Exhibit A-8 C-6 Form of Class M-5 Certificates Exhibit A-9 C-7 Form of Class M-6 Certificates Exhibit A-10 C-8 Form of Class M-7 CE Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 C-9 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of D-1 Group 1 Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group 2 Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form of Investment Letter Exhibit K Form of Class R Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Monthly Information Provided by Master Servicer Exhibit N Form of Yield Maintenance Agreement Exhibit O Form of Auction Administration Agreement Exhibit P Form of Swap Agreement Exhibit Q Form of Certification Exhibit R-1 Form of Certification of the Trustee to be Provided to Depositor Exhibit R-2 Form of Certification of the Master Servicer to be Provided to Depositor Schedule I Prepayment Charge Schedule Exhibit A-1 Form of Class A-1 Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-IO Form of Class AIO Certificates Exhibit A-IO-INV Form of Class AIO-INV Certificates Exhibit B Form of Class B Certificates Exhibit C-1 Form of Class R Certificate Exhibit C-2 Form of Class M-1 Certificates Exhibit C-3 Form of Class M-2 Certificates Exhibit C-4 Form of Class M-3 Certificates Exhibit C-5 Form of Class M-4 Certificates Exhibit C-6 Form of Class M-5 Certificates Exhibit C-7 Form of Class M-6 Certificates Exhibit C-8 Form of Class CE Certificates Exhibit C-9 Form of Class P Certificates Exhibit D-1 Group 1 Mortgage Loan Schedule Exhibit D-2 Group 2 Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of ERISA Representation Exhibit J Form of Investment Letter Exhibit N-1 K Form of Depositor's Certification Class R Certificate Transfer Affidavit Exhibit N-2 L Form of Trustee's Certification Transferor Certificate Exhibit N-3 M Monthly Information Provided by Master Servicer Exhibit N Form of Servicer's Certification Yield Maintenance Agreement Exhibit O Form of Cap Contract Auction Administration Agreement Exhibit P Form of Swap Agreement Exhibit Q Form of Certification Exhibit R-1 Form of Certification of the Trustee to be Provided to Depositor Exhibit R-2 Form of Certification of the Master Servicer to be Provided to Depositor Schedule I Prepayment Charge Schedule This Pooling and Servicing Agreement is dated as of November 15September 1, 2004 2002 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBOPTION ONE MORTGAGE CORPORATION, as servicer (the "Master Servicer") ), and DEUTSCHE WELLS FARGO BANK MINNESOTA, NATIONAL TRUST COMPANYASSOCIATION, as trustee (the "TrusteeTrus▇▇▇").

Acts of Certificateholders. 147 156 EXHIBITS: Exhibit A-1 Form of Class A-1 I-A1 Certificates Exhibit A-2 Form of Class A-2 II-A1 Certificates Exhibit A-3 Form of Class A-3 II-A2 Certificates Exhibit A-4 Form of Class M-1 II-A3 Certificates Exhibit A-5 Form of Class M-2 M-1 Certificates Exhibit A-6 Form of Class M-3 M-2 Certificates Exhibit A-7 Form of Class M-4 M-3 Certificates Exhibit A-8 Form of Class M-5 M-4 Certificates Exhibit A-9 Form of Class M-6 M-5 Certificates Exhibit A-10 Form of Class M-7 M-6 Certificates Exhibit A-11 Form of Class M-8 M-7 Certificates Exhibit A-12 Form of Class M-9 M-8 Certificates Exhibit A-13 Form of Class M-10 M-9 Certificates Exhibit A-14 Form of Class B-1 B Certificates Exhibit A-15 Form of Class B-2 C Certificates Exhibit A-16 Form of Class C P Certificates Exhibit A-17 Form of Class P R Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of Mortgage Loan Purchase Agreement Exhibit D Mortgage Loan Schedule Exhibit E Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate [Reserved] Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney Exhibit J Form of Investment Letter Exhibit K Form of Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification to be Provided by the Depositor with Form 10-K Exhibit N-2 Form of Trustee's Certification to be Provided to the Depositor by the Trustee Exhibit N-3 Form of Servicer's Certification to be Provided to the Depositor by the Servicer Exhibit O Form of Cap Contract Exhibit P Form of Annual Statement as to Compliance Schedule I Prepayment Charge Schedule This Pooling and Servicing Agreement is dated as of November 15April 1, 2004 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP., as depositor (the "Depositor"), OCWEN FEDERAL BANK FSB▇▇▇▇▇▇ LOAN SERVICING LP, as servicer (the "Servicer") and DEUTSCHE BANK NATIONAL TRUST COMPANY, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: --------- Exhibit A-1 Form of Class A-1 AF-1 Certificates Exhibit A-2 Form of Class A-2 AF-2 Certificates Exhibit A-3 Form of Class A-3 AF-3 Certificates Exhibit A-4 Form of Class M-1 AV-1 Certificates Exhibit A-5 Form of Class M-2 AV-2 Certificates Exhibit A-6 Form of Class M-3 A-IO Certificates Exhibit A-7 Form of Class M-4 Certificates Exhibit A-8 Form of Class M-5 Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 B-1 Form of Class B-1 Certificates Exhibit A-15 B-2 Form of Class B-2 Certificates Exhibit A-16 B-3 Form of Class C B-3 Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 C-1-1 Form of Class R Certificates Certificate Exhibit A-19 C-1-2 Form of Class R-Q Certificate Exhibit C-2 Form of Class M-1 Certificates Exhibit C-3 Form of Class M-2 Certificates Exhibit C-4 Form of Class X Certificates Exhibit B [Reserved] Exhibit C C-5 Form of Mortgage Loan Purchase Agreement Class N Certificates Exhibit D D-1 Mortgage Loan Schedule for Group I Mortgage Loans Exhibit D-2 Mortgage Loan Schedule for Group II Mortgage Loans Exhibit E Form of Request for Release of Documents Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form of Investment Letter Exhibit K Form of Residual Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M [Reserved] Exhibit N Depository Agreement Exhibit O [Reserved] Exhibit P Monthly Information Provided by Servicer Exhibit Q Form of ERISA Representation Letter Officer's Certificate with Respect to Prepayments Exhibit N-1 R Form of Depositor's Notice of Prepayment Penalty Inconsistency Exhibit S Form of Certification Exhibit N-2 T Form of Trustee's Certification to be Provided by Trustee Exhibit N-3 Form U Schedule of Servicer's Certification Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule Mortgage Loan without Title Policies This Pooling and Servicing Agreement is dated as of November 15October 1, 2004 2002 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBCREDIT-BASED ASSET SERVICING AND SECURITIZATION LLC, as seller (the "Seller"), LITTON LOAN SERVICING LP, as servicer (the "Servicer") ), and DEUTSCHE U.S. BANK NATIONAL TRUST COMPANYN▇▇▇▇▇▇L ASSOCIATION, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITSExhibits: Exhibit A-1 Form of Class I-A-1 Certificates Exhibit A-2 Form of Class A-2 II-A-1 Certificates Exhibit A-3 Form of Class A-3 II-A-2 Certificates Exhibit A-4 Form of Class M-1 II-A-3 Certificates Exhibit A-5 Form of Class M-2 II-A-4 Certificates Exhibit A-6 Form of Class M-3 M-1 Certificates Exhibit A-7 Form of Class M-4 M-2 Certificates Exhibit A-8 Form of Class M-5 M-3 Certificates Exhibit A-9 Form of Class M-6 M-4 Certificates Exhibit A-10 Form of Class M-7 M-5 Certificates Exhibit A-11 Form of Class M-8 M-6 Certificates Exhibit A-12 Form of Class M-9 M-7 Certificates Exhibit A-13 Form of Class M-10 M-8 Certificates Exhibit A-14 Form of Class B-1 M-9 Certificates Exhibit A-15 Form of Class B-2 M-10 Certificates Exhibit A-16 Form of Class C M-11 Certificates Exhibit A-17 Form of Class P C Certificates Exhibit A-18 Form of Class P Certificates Exhibit A-19 Form of Class R Certificates Exhibit A-19 A-20 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of Mortgage Loan Purchase Agreement Exhibit D Mortgage Loan Schedule Exhibit E Request for Release Exhibit F-1 Form of Trustee's Trustee’s/Custodian’s Initial Certification Exhibit F-2 Form of Trustee's Trustee’s/Custodian’s Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Custodial Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney Exhibit J Form of Investment Letter Exhibit K Form of Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification to be Provided by the Depositor with Form 10-K Exhibit N-2 Form of Trustee's Certification to be Provided to the Depositor by the Trustee Exhibit N-3 Form of Servicer's Certification to be Provided to the Depositor by the Servicer Exhibit O [Reserved] Exhibit P Form of Cap Contract Annual Statement as to Compliance Exhibit Q Form of Interest Rate Swap Agreement Exhibit R Form of Swap Administration Agreement Exhibit S Servicing Criteria Exhibit T Form 10-D, Form 8-K and Form 10-K Reporting Responsibility Schedule I Prepayment Charge Schedule Schedule II Swap Payment Schedule This Pooling and Servicing Agreement is dated as of November 15March 1, 2004 2006 (the "“Agreement"”), among FINANCIAL ASSET SECURITIES CORP., as depositor (the "“Depositor"”), OCWEN FEDERAL BANK FSBOPTION ONE MORTGAGE CORPORATION, as servicer (the "“Servicer"”) and DEUTSCHE BANK NATIONAL TRUST COMPANY, as trustee (the "“Trustee"”).

Acts of Certificateholders. 147 Regulation AB Compliance; Intent of Parties; Reasonableness.............................................. EXHIBITS: Exhibit A-1 Form of Class A-1 AI-1A Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 Form of Class A-3 AI-1B Certificates Exhibit A-4 Form of Class M-1 AII-1 Certificates Exhibit A-5 Form of Class M-2 AII-2 Certificates Exhibit A-6 Form of Class AII-3 Certificates Exhibit B-1 Form of Class M-1 Certificates Exhibit B-2 Form of Class M-2 Certificates Exhibit B-3 Form of Class M-3 Certificates Exhibit A-7 B-4 Form of Class M-4 Certificates Exhibit A-8 B-5 Form of Class M-5 Certificates Exhibit A-9 B-6 Form of Class M-6 Certificates Exhibit A-10 B-7 Form of Class M-7 Certificates Exhibit A-11 B-8 Form of Class M-8 Certificates Exhibit A-12 B-9 Form of Class M-9 Certificates Exhibit A-13 B-10 Form of Class M-10 Certificates Exhibit A-14 B-11 Form of Class B-1 M-11 Certificates Exhibit A-15 B-12 Form of Class B-2 M-12 Certificates Exhibit A-16 B-13 Form of Class C M-13 Certificates Exhibit A-17 C-1 Form of Class CE Certificates Exhibit C-2 Form of Class P Certificates Exhibit A-18 C-3 Form of Class R Certificates Exhibit A-19 C-4 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of Mortgage Loan Purchase Agreement Exhibit D D-1 Addresses for Requesting Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of TrusteeCustodian's Initial Certification Exhibit F-2 Form of TrusteeCustodian's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Letter Exhibit J Form of Rule 144A Investment Letter Exhibit K Form of Class [R] [R-X] Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate for the Class M-12, Class M-13, Class CE, Class P, Class R and Class R-X Certificates Exhibit M Monthly Information Provided by Servicer Exhibit N Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Yield Maintenance Agreement Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification Exhibit P Form of Certification of the Securities Administrator to be Provided to Servicer Exhibit Q List of Recordation States Exhibit R Form of Custodial Agreement Exhibit S Servicing Criteria to be Addressed in Assessment of Compliance Exhibit T Additional Form 10-D Disclosure Exhibit U Additional Form 10-K Disclosure Exhibit V Form 8-K Disclosure Information Exhibit W Additional Disclosure Notification This Pooling and Servicing Agreement is dated as of November 15[ ], 2004 200 (the "Agreement"), among FINANCIAL ▇▇▇▇▇ FARGO ASSET SECURITIES CORP.CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSB▇▇▇▇▇ FARGO BANK, N.A., as servicer (the "Servicer"), ▇▇▇▇▇ FARGO BANK, N.A., as securities administrator (the "Securities Administrator") and DEUTSCHE HSBC BANK USA, NATIONAL TRUST COMPANYASSOCIATION, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-1A Form of Class A-1A Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 B Form of Class A-3 B Certificates Exhibit A-4 C-1 Form of Class M-1 Certificates Exhibit A-5 C-2 Form of Class M-2 Certificates Exhibit A-6 C-3 Form of Class M-3 Certificates Exhibit A-7 C-4 Form of Class M-4 Certificates Exhibit A-8 C-5 Form of Class M-5 Certificates Exhibit A-9 C-6 Form of Class M-6 Certificates Exhibit A-10 C-7 Form of Class M-7 CE Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 C-8 Form of Class P Certificates Exhibit A-18 C-9 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of D-1 Group 1 Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group 2 Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form of Investment Letter Exhibit K Form of Class R Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Monthly Information Provided by Master Servicer Exhibit N Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Yield Maintenance Agreement Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule Certification Exhibit P-1 Form of Certification of the Trustee to be Provided to Depositor Exhibit P-2 Form of Certification of the Master Servicer to be Provided to Depositor This Pooling and Servicing Agreement is dated as of November 15January 1, 2004 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBOPTION ONE MORTGAGE CORPORATION, as servicer (the "Master Servicer") ), and DEUTSCHE BANK WELLS FARGO BANK, NATIONAL TRUST COMPANYASSOCIATION, as trustee (the "Trustee").

Acts of Certificateholders. 147 138 Section 11.12 Compliance with Regulation AB......................... 138 EXHIBITS: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-2 Form of Class A-2 A-2A Certificates Exhibit A-3 Form of Class A-3 A-2B Certificates Exhibit A-4 Form of Class M-1 Certificates A-2C Certificate Exhibit A-5 Form of Class M-2 A-2D Certificates Exhibit A-6 Form of Class M-3 Certificates Exhibit A-7 Form of Class M-4 Certificates Exhibit A-8 Form of Class M-5 Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 B-1-1 Form of Class B-1 Certificates (144A) Exhibit A-15 B-1-2 Form of Class B-1 Certificates (Regulation S) Exhibit B-2-1 Form of Class B-2 Certificates (144A) Exhibit A-16 B-2-2 Form of Class C B-2 Certificates (Regulation S) Exhibit A-17 B-3-1 Form of Class P B-3 Certificates (144A) Exhibit A-18 B-3-2 Form of Class B-3 Certificates (Regulation S) Exhibit C-1-1 Form of Class R Certificates Certificate Exhibit A-19 C-1-2 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C C-2 Form of Mortgage Loan Purchase Agreement Class M-1 Certificates Exhibit D C-3 Form of Class M-2 Certificates Exhibit C-4 Form of Class M-3 Certificates Exhibit C-5 Form of Class M-4 Certificates Exhibit C-6 Form of Class M-5 Certificates Exhibit C-7 Form of Class M-6 Certificates Exhibit C-8 Form of Class M-7 Certificates Exhibit C-9 Form of Class M-8 Certificates Exhibit C-10 Form of Class P Certificates Exhibit C-11-1 Form of Class CE-1 Certificates Exhibit C-11-2 Form of Class CE-2 Certificates Exhibit D-1 Mortgage Loan Schedule Exhibit D-2 Group I Mortgage Loans Exhibit D-3 Group II Mortgage Loans Exhibit E Form of Request for Release of Documents Exhibit F-1 Form of TrusteeCustodian's Initial Certification Exhibit F-2 Form of TrusteeCustodian's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form Forms of Investment Letter Letters Exhibit K Form of Residual Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Monthly Information Provided by Servicer Exhibit N-1 Form of Depositor's Certification Swap Agreement Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Cap Agreement Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule This Pooling and Power of Attorney Exhibit P-1 Form of 1122(d) Servicing Agreement is dated as Criteria Letter Exhibit P-2 Servicing Criteria (Exhibit A to Form of November 15, 2004 Assessment of Compliance) Exhibit P-3 Form of ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP., as depositor Servicer) Exhibit P-4 Form of Item 1123 Certification (the "Depositor"), OCWEN FEDERAL BANK FSB, as servicer Servicer) Exhibit P-5 Form of Officer's Certificate (the "Servicer"Trustee) and DEUTSCHE BANK NATIONAL TRUST COMPANY, as trustee (the "Trustee").Exhibit Q Form of Officer's Certificate with Respect to Prepayments Exhibit R Form 8-K Disclosure Exhibit S Form 10-D Disclosure Exhibit T Form 10-K Disclosure

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-1A Form of Class A-1A Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 B Form of Class A-3 B Certificates Exhibit A-4 C-1 Form of Class M-1 Certificates Exhibit A-5 C-2 Form of Class M-2 Certificates Exhibit A-6 C-3 Form of Class M-3 Certificates Exhibit A-7 C-4 Form of Class M-4 Certificates Exhibit A-8 C-5 Form of Class M-5 Certificates Exhibit A-9 C-6 Form of Class M-6 Certificates Exhibit A-10 C-7 Form of Class M-7 CE Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 C-8 Form of Class P Certificates Exhibit A-18 C-9 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of D-1 Group 1 Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group 2 Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of TrusteeCustodian's Initial Certification Exhibit F-2 Form of TrusteeCustodian's Final Interim Certification Exhibit F-3 Form of Receipt of Mortgage Note Custodian's Final Certification Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form of Investment Letter Exhibit K Form of Class R Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Monthly Information Provided by Servicer Exhibit N Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Yield Maintenance Agreement Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule Certification Exhibit P-1 Form of Certification of the Securities Administrator to be Provided to Servicer Exhibit Q List of Recordation States This Pooling and Servicing Agreement is dated as of November 15[_______] 1, 2004 20 (the "Agreement"), among FINANCIAL WELLS FARGO ASSET SECURITIES CORP.CORPORATION, as depositor (the "DepositorDeposito▇"), OCWEN FEDERAL BANK FSBWELLS FARGO HOME MORTGAGE, INC., as servicer (the "Servicer"), WELLS ▇▇▇▇▇ BANK, NATIONAL ASSOCIATION, as securities administrator (▇▇▇ "Securities Administrator") and DEUTSCHE BANK NATIONAL TRUST COMPANY[______________________], as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 Form of Class A-3 Certificates Exhibit A-4 Form of Class A-4 Certificates Exhibit B-1 Form of Class M-1 Certificates Exhibit A-5 B-2 Form of Class M-2 Certificates Exhibit A-6 B-3 Form of Class M-3 Certificates Exhibit A-7 B-4 Form of Class M-4 Certificates Exhibit A-8 B-5 Form of Class M-5 Certificates Exhibit A-9 B-6 Form of Class M-6 Certificates Exhibit A-10 B-7 Form of Class M-7 Certificates Exhibit A-11 C-1 Form of Class M-8 CE Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 C-2 Form of Class P Certificates Exhibit A-18 C-3 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of D-1 Group 1 Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group 2 Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J J-1 Form of Investment Letter (Non-Rule 144A) Exhibit J-2 Form of Rule 144A Investment Letter Exhibit K Form of Class R Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Monthly Information Provided by Master Servicer Exhibit N Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Yield Maintenance Agreements Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule This Pooling and Servicing Agreement is dated as Certification Exhibit P-1 Form of November 15, 2004 (Certification of the "Agreement"), among FINANCIAL Trustee to be Provided to Depositor Exhibit P-2 Form of Certification of the Master Servicer to be Provided to Depositor ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBOPTION ONE MORTGAGE CORPORATION, as servicer (the "Master Servicer") ), and DEUTSCHE BANK NATIONAL TRUST COMPANYWELLS FARGO BANK, N.A., as trustee (the "Trustee") are entering into th▇▇ ▇▇oling and Servicing Agreement, dated as of October 1, 2004 (the "Agreement").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 AI-1A Certificates Exhibit A-2 Form of Class A-2 AI-1B Certificates Exhibit A-3 Form of Class A-3 AII-1 Certificates Exhibit A-4 Form of Class M-1 AII-2 Certificates Exhibit A-5 Form of Class AII-3 Certificates Exhibit B-1 Form of Class M-1 Certificates Exhibit B-2 Form of Class M-2 Certificates Exhibit A-6 B-3 Form of Class M-3 Certificates Exhibit A-7 B-4 Form of Class M-4 Certificates Exhibit A-8 B-5 Form of Class M-5 Certificates Exhibit A-9 B-6 Form of Class M-6 Certificates Exhibit A-10 B-7 Form of Class M-7 Certificates Exhibit A-11 B-8 Form of Class M-8 Certificates Exhibit A-12 B-9 Form of Class M-9 Certificates Exhibit A-13 B-10 Form of Class M-10 Certificates Exhibit A-14 B-11 Form of Class B-1 M-11 Certificates Exhibit A-15 C-1 Form of Class B-2 CE Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 C-2 Form of Class P Certificates Exhibit A-18 C-3 Form of Class R RII-1 Certificates Exhibit A-19 C-4 Form of Class R-X RII-2 Certificates Exhibit B [Reserved] Exhibit C C-5 Form of Class RII-3 Certificates Exhibit D-1 Group I Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group II Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of TrusteeCustodian's Initial Certification Exhibit F-2 Form of TrusteeCustodian's Final Certification Exhibit F-3 Form of Receipt of G Mortgage Note Exhibit G Form of Compliance Certificate Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J J-1 Form of Investment Letter (Non-Rule 144A) Exhibit J-2 Form of Rule 144A Investment Letter Exhibit K Form of Class [RII-1] [RII-2] [RII-3] Certificate Transfer Affidavit for Residual Certificates Exhibit L L-1 Form of Transferor Certificate for the Class CE and Class P Certificates Exhibit L-2 Form of Transferor Certificate for the Class M-9, Class M-10 and Class M-11 Certificates Exhibit M Monthly Information Provided by Servicer Exhibit N Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Yield Maintenance Agreement Exhibit O Form of Cap Contract Schedule I Certification Exhibit P Form of Certification of the Securities Administrator to be Provided to Servicer Exhibit Q List of Recordation States Exhibit R Prepayment Charge Schedule Penalty Matrices This Pooling and Servicing Agreement is dated as of November 1529, 2004 2005 (the "Agreement"), among FINANCIAL WELLS FARGO ASSET SECURITIES CORP.CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSB▇▇LLS FARGO BANK, N.A., as servicer (the "Servicer"), WELLS FARGO BANK, ▇.▇., as securities administrator (the "Securities Ad▇▇▇▇▇trator") and DEUTSCHE HSBC BANK USA, NATIONAL TRUST COMPANYASSOCIATION, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 A-1SS Form of Class A-1 A-1SS Certificates Exhibit A-2 A-1MZ Form of Class A-2 A-1MZ Certificates Exhibit A-3 A-2SS Form of Class A-3 A-2SS Certificates Exhibit A-4 A-2MZ Form of Class A-2MZ Certificates Exhibit A-3A Form of Class A-3A Certificates Exhibit A-3B Form of Class A-3B Certificates Exhibit A-3C Form of Class A-3C Certificates Exhibit B-1 Form of Class M-1 Certificates Exhibit A-5 B-2 Form of Class M-2 Certificates Exhibit A-6 B-3 Form of Class M-3 Certificates Exhibit A-7 B-4 Form of Class M-4 Certificates Exhibit A-8 B-5 Form of Class M-5 Certificates Exhibit A-9 B-6 Form of Class M-6 Certificates Exhibit A-10 B-7 Form of Class M-7 Certificates Exhibit A-11 B-8 Form of Class M-8 Certificates Exhibit A-12 B-9 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 B-10 Form of Class B-1 Certificates Exhibit A-15 B-11 Form of Class B-2 Certificates Exhibit A-16 B-12 Form of Class C B-3 Certificates Exhibit A-17 C-1 Form of Class CE Certificates Exhibit C-2 Form of Class P Certificates Exhibit A-18 C-3 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of D-1 Group 1 Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group 2 Mortgage Loan Schedule Exhibit D-3 Group 3 Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J J-1 Form of Investment Letter (Non-Rule 144A) Exhibit J-2 Form of Rule 144A Investment Letter Exhibit K Form of Class R Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Monthly Information Provided by Master Servicer Exhibit N-1 Form of Depositor's Certification Class A-1 Yield Maintenance Agreements Exhibit N-2 Form of Trustee's Certification Class A-2 Yield Maintenance Agreements Exhibit N-3 Form of Servicer's Certification Class A-3 Yield Maintenance Agreements Exhibit N-4 Form of Class M/B Yield Maintenance Agreements Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule This Pooling and Servicing Agreement is dated as Certification Exhibit P Form of November 15, 2004 (Certification of the "Agreement"), among FINANCIAL Securities Administrator to be Provided to Master Servicer ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBWELLS FARGO BANK, N.A., as master servicer (in such capacity, the "ServicerMast▇▇ ▇▇rvicer") and DEUTSCHE BANK as securities administrator (in such capacity, the "Securities Administrator"), and JPMORGAN CHASE BANK, NATIONAL TRUST COMPANYASSOCIATION, as trustee (the "Trustee"), are entering into this Pooling and Servicing Agreement, dated as of March 1, 2005 (the "Agreement").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 A-AI-1A Form of Class A-1 AI-1A Certificates Exhibit A-2 A-AI-1B Form of Class A-2 AI-1B Certificates Exhibit A-3 A-AII-1 Form of Class A-3 AII-1 Certificates Exhibit A-4 A-AII-2 Form of Class AII-2 Certificates Exhibit A-AII-3 Form of Class AII-3 Certificates Exhibit B-1 Form of Class M-1 Certificates Exhibit A-5 B-2 Form of Class M-2 Certificates Exhibit A-6 B-3 Form of Class M-3 Certificates Exhibit A-7 B-4 Form of Class M-4 Certificates Exhibit A-8 B-5 Form of Class M-5 Certificates Exhibit A-9 B-6 Form of Class M-6 Certificates Exhibit A-10 B-7 Form of Class M-7 Certificates Exhibit A-11 B-8 Form of Class M-8 Certificates Exhibit A-12 B-9 Form of Class M-9 Certificates Exhibit A-13 B-10 Form of Class M-10 Certificates Exhibit A-14 B-11 Form of Class B-1 M-11 Certificates Exhibit A-15 B-12 Form of Class B-2 M-12 Certificates Exhibit A-16 B-13 Form of Class C M-13 Certificates Exhibit A-17 C-1 Form of Class CE Certificates Exhibit C-2 Form of Class P Certificates Exhibit A-18 C-3 Form of Class R Certificates Exhibit A-19 C-4 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of D-1 Group I Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group II Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of TrusteeCustodian's Initial Certification Exhibit F-2 Form of TrusteeCustodian's Final Certification Exhibit F-3 Form of Receipt of G Mortgage Note Exhibit G Form of Compliance Certificate Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J J-1 Form of Investment Letter (Non-Rule 144A) Exhibit J-2 Form of Rule 144A Investment Letter Exhibit K Form of Class [R][R-X] Certificate Transfer Affidavit for Residual Certificates Exhibit L L-1 Form of Transferor Certificate for the Class CE, Class P and Residual Certificates Exhibit L-2 Form of Transferor Certificate for the Class M-12 and Class M-13 Certificates Exhibit M Monthly Information Provided by Servicer Exhibit N Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Yield Maintenance Agreement Exhibit O Form of Cap Contract Schedule I Certification Exhibit P Form of Certification of the Securities Administrator to be Provided to Servicer Exhibit Q List of Recordation States Exhibit R Prepayment Charge Schedule Penalty Matrices This Pooling and Servicing Agreement is dated as of November 15September 29, 2004 2005 (the "Agreement"), among FINANCIAL WELLS FARGO ASSET SECURITIES CORP.CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSB▇▇LLS FARGO BANK, N.A., as servicer (the "Servicer"), WELLS FARGO BANK, ▇.▇., as securities administrator (the "Securities Ad▇▇▇▇▇trator") and DEUTSCHE HSBC BANK USA, NATIONAL TRUST COMPANYASSOCIATION, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 AF-1 Certificates Exhibit A-2 Form of Class A-2 AV-1 Certificates Exhibit A-3 Form of Class A-3 AV-2 Certificates Exhibit A-4 Form of Class AV-3 Certificates Exhibit B-1 Form of Class B-1 Certificates Exhibit B-2 Form of Class B-2 Certificates Exhibit B-3 Form of Class B-3 Certificates Exhibit B-4 Form of Class B-4 Certificates Exhibit C-1-1 Form of Class R Certificate Exhibit C-1-2 Form of Class R-A Certificate Exhibit C-2 Form of Class M-1 Certificates Exhibit A-5 C-3 Form of Class M-2 Certificates Exhibit A-6 C-4 Form of Class M-3 Certificates Exhibit A-7 C-5 Form of Class M-4 X Certificates Exhibit A-8 C-6 Form of Class M-5 N Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of Mortgage Loan Purchase Agreement Exhibit D D-1 Mortgage Loan Schedule for Group I Mortgage Loans Exhibit D-2 Mortgage Loan Schedule for Group II Mortgage Loans Exhibit E Form of Request for Release of Documents Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form of Investment Letter Exhibit K Form of Residual Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M [Reserved] Exhibit N DTC Letter of Representations Exhibit O [Reserved] Exhibit P Monthly Information Provided by Servicer Exhibit Q Form of ERISA Representation Letter Officer's Certificate with Respect to Prepayments Exhibit N-1 R Form of Depositor's Notice of Prepayment Penalty Inconsistency Exhibit S Form of Yield Maintenance Agreement Exhibit T Form of Certification Exhibit N-2 U Form of Trustee's Certification to be Provided by Trustee Exhibit N-3 V Schedule of Mortgage Loan without Title Policies Exhibit W Form of Servicer's Certification Exhibit O Form Power of Cap Contract Schedule I Prepayment Charge Schedule Attorney This Pooling and Servicing Agreement is dated as of November 15January 1, 2004 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBCREDIT-BASED ASSET SERVICING AND SECURITIZATION LLC, as seller (the "Seller"), LITTON LOAN SERVICING LP, as servicer (the "Servicer") ), and DEUTSCHE U.S. BANK NATIONAL TRUST COMPANYN▇▇▇▇▇▇L ASSOCIATION, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: EXHIBITS Exhibit A-1 Form of Class A-1 A-1A Certificates Exhibit A-2 Form of Class A-2 A-1F Certificates Exhibit A-3 Form of Class A-3 A-2F Certificates Exhibit A-4 B Form of Class B Certificates Exhibit C-1 Form of Class R Certificates Exhibit C-2 Form of Class M-1 Certificates Exhibit A-5 C-3 Form of Class M-2 Certificates Exhibit A-6 C-4 Form of Class M-3 X Certificates Exhibit A-7 C-5 Form of Class M-4 BB Certificates Exhibit A-8 Form of Class M-5 Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of Mortgage Loan Purchase Agreement Exhibit D D-1 Mortgage Loan Schedule of Originator Mortgage Loans Exhibit D-2 Mortgage Loan Schedule of Seller Mortgage Loans Exhibit D-3 List of PMI Mortgage Loans Exhibit E Form of Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form of Investment Letter Exhibit K Form of Class R Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Reserved Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification N Depository Agreement Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule Servicer Request for Reimbursement Exhibit P Monthly Information Provided by Servicer Exhibit Q Officer's Certificate with Respect to Prepayments This Pooling and Servicing Agreement is dated as of November 151, 2004 1999 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBCREDIT-BASED ASSET SERVICING AND SECURITIZATION LLC, as seller (the "Seller"), ▇▇▇▇▇▇ LOAN SERVICING LP, as servicer (the "Servicer") ), and DEUTSCHE BANK NATIONAL TRUST COMPANYTHE CHASE MANHATTAN BANK, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 AV-1 Certificates Exhibit A-2 Form of Class A-2 AV-2 Certificates Exhibit A-3 Form of Class A-3 AV-3 Certificates Exhibit A-4 Form of Class M-1 AF-1 Certificates Exhibit A-5 Form of Class M-2 AF-2 Certificates Exhibit A-6 Form of Class M-3 AF-3 Certificates Exhibit A-7 Form of Class AF-4 Certificates Exhibit B-1 Form of Class B-1 Certificates Exhibit B-2 Form of Class B-2 Certificates Exhibit B-3 Form of Class B-3 Certificates Exhibit B-4 Form of Class B-4 Certificates Exhibit B-5 Form of Class B-5 Certificates Exhibit C-1A Form of Class R Certificate Exhibit C-1B Form of Class R-A Certificate Exhibit C-2 Form of Class M-1 Certificates Exhibit C-3 Form of Class M-2 Certificates Exhibit C-4 Form of Class M-3 Certificates Exhibit C-5 Form of Class M-4 Certificates Exhibit A-8 C-6 Form of Class M-5 Certificates Exhibit A-9 C-7 Form of Class M-6 Certificates Exhibit A-10 C-8 Form of Class M-7 X Certificates Exhibit A-11 C-9 Form of Class M-8 N Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of D-1 Group I Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group II Mortgage Loan Schedule Exhibit E Form of Request for Release of Documents Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J J-1 Form of Investment Letter [Non-Rule 144A] Exhibit J-2 Form of Rule 144A Investment Letter Exhibit K Form of Residual Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M [Reserved] Exhibit N DTC Letter of Representations Exhibit O [Reserved] Exhibit P Monthly Information Provided by Servicer Exhibit Q Form of ERISA Representation Letter Officer's Certificate with Respect to Prepayments Exhibit N-1 R Form of Depositor's Notice of Prepayment Penalty Inconsistency Exhibit S-1 Form of Group I Yield Maintenance Agreement Exhibit S-2 Form of Class AF-1 Yield Maintenance Agreement Exhibit S-3 Form of Class M Yield Maintenance Agreement Exhibit T Form of Certification Exhibit N-2 U Form of Trustee's Certification to be Provided by Trustee Exhibit N-3 V Schedule of Mortgage Loans without Title Policies Exhibit W Form of Servicer's Certification Exhibit O Form Power of Cap Contract Schedule I Prepayment Charge Schedule Attorney This Pooling and Servicing Agreement is dated as of November 15August 1, 2004 2005 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBCREDIT-BASED ASSET SERVICING AND SECURITIZATION LLC, as seller (the "Seller"), LITTON LOAN SERVICING LP, as servicer (the "Servicer") ), and DEUTSCHE U.S. BANK NATIONAL TRUST COMPANYN▇▇▇▇▇▇L ASSOCIATION, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 A-AI-1A Form of Class A-1 AI-1A Certificates Exhibit A-2 A-AI-1B Form of Class A-2 AI-1B Certificates Exhibit A-3 A-AII-1 Form of Class A-3 AII-1 Certificates Exhibit A-4 B-1 Form of Class M-1 Certificates Exhibit A-5 B-2 Form of Class M-2 Certificates Exhibit A-6 B-3 Form of Class M-3 Certificates Exhibit A-7 B-4 Form of Class M-4 Certificates Exhibit A-8 B-5 Form of Class M-5 Certificates Exhibit A-9 B-6 Form of Class M-6 Certificates Exhibit A-10 B-7 Form of Class M-7 Certificates Exhibit A-11 B-8 Form of Class M-8 Certificates Exhibit A-12 B-9 Form of Class M-9 Certificates Exhibit A-13 B-10 Form of Class M-10 Certificates Exhibit A-14 B-11 Form of Class B-1 M-11 Certificates Exhibit A-15 B-12 Form of Class B-2 M-12 Certificates Exhibit A-16 B-13 Form of Class C M-13 Certificates Exhibit A-17 B-14 Form of Class M-14 Certificates Exhibit C-1 Form of Class CE Certificates Exhibit C-2 Form of Class P Certificates Exhibit A-18 C-3 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of D-1 Group I Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group II Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of TrusteeCustodian's Initial Certification Exhibit F-2 Form of TrusteeCustodian's Final Certification Exhibit F-3 Form of Receipt of G Mortgage Note Exhibit G Form of Compliance Certificate Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J J-1 Form of Investment Letter (Non-Rule 144A) Exhibit J-2 Form of Rule 144A Investment Letter Exhibit K Form of Class R Certificate Transfer Affidavit for Residual Certificates Exhibit L L-1 Form of Transferor Certificate for the Class CE, Class P and Class R Certificates Exhibit L-2 Form of Transferor Certificate for the Class M-12, Class M-13 and Class M-14 Certificates Exhibit M Form of ERISA Representation Letter Monthly Information Provided by Servicer Exhibit N-1 Form of Depositor's Certification Class AI Yield Maintenance Agreement Exhibit N-2 Form of Trustee's Certification Class AII Yield Maintenance Agreement Exhibit N-3 Form of Servicer's Certification Class M Yield Maintenance Agreement Exhibit O Form of Cap Contract Schedule I Certification Exhibit P Form of Certification of the Securities Administrator to be Provided to Servicer Exhibit Q List of Recordation States Exhibit R Prepayment Charge Schedule Penalty Matrices This Pooling and Servicing Agreement is dated as of November 15June 29, 2004 2005 (the "Agreement"), among FINANCIAL WELLS FARGO ASSET SECURITIES CORP.CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSB▇▇LLS FARGO BANK, N.A., as servicer (the "Servicer"), WELLS FARGO BANK, ▇.▇., as securities administrator (the "Securities Ad▇▇▇▇▇trator") and DEUTSCHE HSBC BANK USA, NATIONAL TRUST COMPANYASSOCIATION, as trustee (the "Trustee").

Acts of Certificateholders. 147 94 Section 12.11 Confidentiality.............................................95 APPENDIX A EXHIBITS: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-2 Form of Class A-2 A-2A Certificates Exhibit A-3 Form of Class A-3 A-2B Certificates Exhibit A-4 Form of Class M-1 A-2C Certificates Exhibit A-5 Form of Class M-2 A-3 Certificates Exhibit A-6 Form of Class M-3 M-1 Certificates Exhibit A-7 Form of Class M-4 M-2 Certificates Exhibit A-8 Form of Class M-5 M-3 Certificates Exhibit A-9 Form of Class M-6 B-1 Certificates Exhibit A-10 Form of Class M-7 B-2 Certificates Exhibit A-11 Form of Class M-8 B-3 Certificates Exhibit A-12 Form of Class M-9 I Certificates Exhibit A-13 Form of Class M-10 X Certificates Exhibit A-14 Form of Class B-1 P Certificates Exhibit A-15 Form of Class B-2 O Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Mortgage Loan Schedule Exhibit C Form of Mortgage Loan Purchase Agreement Addition Notice Exhibit D Mortgage Loan Schedule Form of Subsequent Transfer Instrument Exhibit E Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Investment Letter Exhibit H Form of Lost Note Residual Certificate Transfer Affidavit Exhibit I Form of Limited Power of Attorney Transferor's Certificate Exhibit J Form of Investment Letter Exhibit K Form of Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule Notional Amount Test Event Notice This Pooling and Servicing Agreement is dated as of November 151, 2004 2003 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.NOVASTAR MORTGAGE FUNDING CORPORATION, as depositor company (the "DepositorCompany"), OCWEN FEDERAL BANK FSBNOVASTAR MORTGAGE, INC., as servicer (the "Servicer") and DEUTSCHE BANK as seller (the "Seller"), WACHOVIA BANK, NATIONAL TRUST COMPANYASSOCIATION, as custodian (the "Custodian") and JPMORGAN CHASE BANK, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS137 Exhibits: Exhibit A-1 Form of Class A-1 A-1A Certificates Exhibit A-2 Form of Class A-2 A-1B Certificates Exhibit A-3 Form of Class A-3 A-2 Certificates Exhibit A-4 Form of Class M-1 Certificates Exhibit A-5 Form of Class M-2 Certificates Exhibit A-6 Form of Class M-3 Certificates Exhibit A-7 Form of Class M-4 Certificates Exhibit A-8 Form of Class M-5 Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 B Certificates Exhibit A-11 Form of Class M-8 C Certificates Exhibit A-12 Form of Class M-9 P Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Impac Servicing Guide Exhibit C Form of Mortgage Loan Purchase Agreement Assignment Agreements Exhibit D Mortgage Loan Schedule Exhibit E Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate [Reserved] Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney [Reserved] Exhibit J Form of Investment Letter Exhibit K Form of Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Master Servicer's Certification Exhibit O Form of Statement as to Compliance Exhibit P Form of Cap Contract Schedule I Prepayment Charge Schedule This Pooling and Servicing Agreement is dated as of November 15December 1, 2004 2003 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP., as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBIMPAC FUNDING CORPORATION AND GMAC MORTGAGE CORPORATION, as servicer master servicers (the "ServicerMaster Servicers") and ), DEUTSCHE BANK NATIONAL TRUST COMPANY, as trustee (the "Trustee") and GREENWICH CAPITAL FINANCIAL PRODUCTS, INC., as seller (the "Seller").

Acts of Certificateholders. 147 93 EXHIBITS: --------- Exhibit A-1 Form of Class A-1 AF Certificates Exhibit A-2 Form of Class A-2 AV Certificates Exhibit A-3 Form of Class A-3 M-1 Certificates Exhibit A-4 Form of Class M-1 M-2 Certificates Exhibit A-5 Form of Class M-2 M-3 Certificates Exhibit A-6 Form of Class M-3 C Certificates Exhibit A-7 Form of Class M-4 P Certificates Exhibit A-8 Form of Class M-5 Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 B Mortgage Loan Schedule Exhibit C Request for Release Exhibit D-1 Form of Class R-X Certificates Trustee's Initial Certification Exhibit B [Reserved] D-2 Form of Trustee's Final Certification Exhibit C E Form of Mortgage Loan Purchase Agreement Exhibit D Mortgage Loan Schedule Exhibit E Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Exhibit H F Form of Lost Note Affidavit Exhibit I G Form of Limited Power of Attorney ERISA Representation Exhibit J H Form of Investment Letter Exhibit K I Form of Transfer Affidavit for Residual Certificates Exhibit L J Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Exhibit O Form of Cap Contract Schedule I Prepayment Charge Schedule Schedule II Mortgage Loan Schedule with respect to Mortgage Loans that have Primary Mortgage Insurance This Pooling and Servicing Agreement is dated as of November 15June 1, 2004 2001 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP., as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBL▇▇▇▇▇ LOAN SERVICING LP ("L▇▇▇▇▇") and W▇▇▇▇ FARGO HOME MORTGAGE, INC. ("W▇▇▇▇ Fargo"), as servicer servicers (the "ServicerServicers") and DEUTSCHE BANK NATIONAL BANKERS TRUST COMPANYCOMPANY OF CALIFORNIA, N.A., as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 I-A1 Certificates Exhibit A-2 Form of Class A-2 II-A1 Certificates Exhibit A-3 Form of Class A-3 II-A2 Certificates Exhibit A-4 Form of Class M-1 II-A3 Certificates Exhibit A-5 Form of Class M-2 II-A4 Certificates Exhibit A-6 Form of Class M-3 M-1 Certificates Exhibit A-7 Form of Class M-4 M-2 Certificates Exhibit A-8 Form of Class M-5 M-3 Certificates Exhibit A-9 Form of Class M-6 M-4 Certificates Exhibit A-10 Form of Class M-7 M-5 Certificates Exhibit A-11 Form of Class M-8 M-6 Certificates Exhibit A-12 Form of Class M-9 M-7 Certificates Exhibit A-13 Form of Class M-10 M-8 Certificates Exhibit A-14 Form of Class B-1 M-9 Certificates Exhibit A-15 Form of Class B-2 M-10 Certificates Exhibit A-16 Form of Class C M-11 Certificates Exhibit A-17 Form of Class P B-1 Certificates Exhibit A-18 Form of Class B-2 Certificates Exhibit A-19 Form of Class C Certificates Exhibit A-20 Form of Class P Certificates Exhibit A-21 Form of Class R Certificates Exhibit A-19 A-22 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form Forms of Mortgage Loan Purchase Agreement Assignment Agreements Exhibit D Mortgage Loan Schedule Exhibit E Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate [reserved] Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney Exhibit J Form of Investment Letter Exhibit K Form of Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification to be Provided by the Depositor with Form 10-K Exhibit N-2 Form of Trustee's Certification to be Provided to the Depositor by the Trustee Exhibit N-3 Form of Servicer's Certification to be Provided to the Depositor by the Servicer Exhibit O Form of Cap Contract Exhibit P Form of Annual Statement as to Compliance Exhibit Q Form of Addition Notice Schedule I Prepayment Charge Schedule This Pooling and Servicing Agreement is dated as of November May 15, 2004 2005 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP., as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBCOUNTRYWIDE HOME LOANS SERVICING, LP., as servicer (the "Servicer") and DEUTSCHE BANK NATIONAL TRUST COMPANY, as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-1A Form of Class A-1A Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 Form of Class A-3 Certificates Exhibit A-4 B-1 Form of Class M-1 Certificates Exhibit A-5 B-2 Form of Class M-2 Certificates Exhibit A-6 B-3 Form of Class M-3 Certificates Exhibit A-7 B-4 Form of Class M-4 Certificates Exhibit A-8 B-5 Form of Class M-5 Certificates Exhibit A-9 B-6 Form of Class M-6 Certificates Exhibit A-10 C-1 Form of Class M-7 CE Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 C-2 Form of Class P Certificates Exhibit A-18 C-3 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of D-1 Group 1 Mortgage Loan Purchase Agreement Schedule Exhibit D D-2 Group 2 Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form of Investment Letter Exhibit K Form of Class R Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Monthly Information Provided by Master Servicer Exhibit N Form of ERISA Representation Letter Exhibit N-1 Form of Depositor's Certification Exhibit N-2 Form of Trustee's Certification Exhibit N-3 Form of Servicer's Certification Yield Maintenance Agreement Exhibit O Form of Cap Contract Certification Exhibit P-1 Form of Certification of the Trustee to be Provided to Depositor Exhibit P-2 Form of Certification of the Master Servicer to be Provided to Depositor Schedule I Prepayment Charge Schedule This Pooling and Servicing Agreement is dated as of November 15July 1, 2004 2003 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBOPTION ONE MORTGAGE CORPORATION, as servicer (the "Master Servicer") ), and DEUTSCHE WELLS FARGO BANK MINNESOTA, NATIONAL TRUST COMPANYASSOCIATION, as trustee (the "TrusteeTrus▇▇▇").

Acts of Certificateholders. 147 94 EXHIBITS: Exhibit A-1 Form of Class A-1 Certificates Exhibit A-2 Form of Class A-2 Certificates Exhibit A-3 C-1 Form of Class A-3 R Certificates Exhibit A-4 C-2 Form of Class M-1 Certificates Exhibit A-5 C-3 Form of Class M-2 Certificates Exhibit A-6 C-4 Form of Class M-3 Certificates Exhibit A-7 C-5 Form of Class M-4 Certificates Exhibit A-8 C-6 Form of Class M-5 CE Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 C-7 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of Mortgage Loan Purchase Agreement Exhibit D Mortgage Loan Schedule Exhibit E Form of Request for Release Exhibit F-1 Form of TrusteeCustodian's Initial Certification Exhibit F-2 Form of TrusteeCustodian's Final Interim Certification Exhibit F-3 Form of Receipt of Mortgage Note Custodian's Final Certification Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J J-1 Form of Investment Letter (Non-Rule 144A) Exhibit J-2 Form of Investment Letter (Rule 144A) Exhibit K Form of Residual Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M Depository Agreement Exhibit N Monthly Information Provided by Servicer Exhibit O Auction Administration Agreement Exhibit P-1 Form of ERISA Representation Letter ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification Exhibit N-1 P-2 Form of DepositorSecurities Administrator's Certification to Depositor Exhibit N-2 Form of Trustee's Certification Exhibit N-3 P-3 Form of Servicer's Certification to Depositor Exhibit O Q Form of Cap Contract Auction Swap Agreement Schedule I ▇▇▇▇▇ Fargo Prepayment Charge Schedule Matrix This Pooling and Servicing Agreement is dated as of November 15March 1, 2004 2003 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSB▇▇▇▇▇ FARGO HOME MORTGAGE, INC., as servicer (the "Servicer"), ▇▇▇▇▇ FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, as securities administrator (the "Securities Administrator") and DEUTSCHE BANK NATIONAL TRUST COMPANYONE, N.A., as trustee (the "Trustee").

Acts of Certificateholders. 147 EXHIBITS: Exhibit A-1 Form of Class A-1 AV-1 Certificates Exhibit A-2 Form of Class A-2 AV-2 Certificates Exhibit A-3 Form of Class A-3 AV-3 Certificates Exhibit A-4 B-1 Form of Class B-1 Certificates Exhibit B-2 Form of Class B-2 Certificates Exhibit B-3 Form of Class B-3 Certificates Exhibit B-4 Form of Class B-4 Certificates Exhibit C-1-1 Form of Class R Certificate Exhibit C-1-2 Form of Class R-A Certificate Exhibit C-2 Form of Class M-1 Certificates Exhibit A-5 C-3 Form of Class M-2 Certificates Exhibit A-6 C-4 Form of Class M-3 Certificates Exhibit A-7 C-5 Form of Class M-4 X Certificates Exhibit A-8 C-6 Form of Class M-5 N Certificates Exhibit A-9 Form of Class M-6 Certificates Exhibit A-10 Form of Class M-7 Certificates Exhibit A-11 Form of Class M-8 Certificates Exhibit A-12 Form of Class M-9 Certificates Exhibit A-13 Form of Class M-10 Certificates Exhibit A-14 Form of Class B-1 Certificates Exhibit A-15 Form of Class B-2 Certificates Exhibit A-16 Form of Class C Certificates Exhibit A-17 Form of Class P Certificates Exhibit A-18 Form of Class R Certificates Exhibit A-19 Form of Class R-X Certificates Exhibit B [Reserved] Exhibit C Form of Mortgage Loan Purchase Agreement Exhibit D Mortgage Loan Schedule Exhibit E Form of Request for Release of Documents Exhibit F-1 Form of Trustee's Initial Certification Exhibit F-2 Form of Trustee's Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Form of Compliance Certificate Mortgage Loan Purchase Agreement Exhibit H Form of Lost Note Affidavit Exhibit I Form of Limited Power of Attorney ERISA Representation Exhibit J Form of Investment Letter Exhibit K Form of Residual Certificate Transfer Affidavit for Residual Certificates Exhibit L Form of Transferor Certificate Exhibit M [Reserved] Exhibit N DTC Letter of Representations Exhibit O [Reserved] Exhibit P Monthly Information Provided by Servicer Exhibit Q Form of ERISA Representation Letter Officer's Certificate with Respect to Prepayments Exhibit N-1 R Form of Depositor's Notice of Prepayment Penalty Inconsistency Exhibit S Form of Yield Maintenance Agreement Exhibit T Form of Certification Exhibit N-2 U Form of Trustee's Certification to be Provided by Trustee Exhibit N-3 V Schedule of Mortgage Loans without Title Policies Exhibit W Form of Servicer's Certification Exhibit O Form Power of Cap Contract Schedule I Prepayment Charge Schedule Attorney This Pooling and Servicing Agreement is dated as of November 15July 1, 2004 (the "Agreement"), among FINANCIAL ASSET SECURITIES CORP.BACKED FUNDING CORPORATION, as depositor (the "Depositor"), OCWEN FEDERAL BANK FSBCREDIT-BASED ASSET SERVICING AND SECURITIZATION LLC, as seller (the "Seller"), LITTON LOAN SERVICING LP, as servicer (the "Servicer") ), and DEUTSCHE BANK NATIONAL TRUST COMPANYJPMORGAN CH▇▇▇ ▇▇NK, as trustee (the "Trustee").