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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 27, 2001
AMERIQUEST MORTGAGE SECURITIES INC.
(as depositor under the Pooling and Servicing Agreement,
dated as of September 1, 2001, providing for the issuance of
Floating Rate Mortgage Pass-Through Certificates, Series 2001-2)
Ameriquest Mortgage Securities Inc.
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(Exact name of registrant as specified in its charter)
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Delaware 333-65362 33-0885129
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification Number)
1100 Town & Country Road, Suite 1100
Orange, California 92868
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (714) 564-0660
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Item 2. Acquisition or Disposition of Assets
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Description of the Certificates and the Mortgage Pool
On September 27, 2001, a series of certificates, entitled
Ameriquest Mortgage Securities Inc. Floating Rate Mortgage Pass-Through
Certificates, Series 2001-2 (the "Certificates"), were issued pursuant to a
pooling and servicing agreement, dated as of September 1, 2001 (the
"Agreement"), attached hereto as Exhibit 4.1, among Ameriquest Mortgage
Securities Inc. as depositor (the "Depositor"), Ameriquest Mortgage Company
("Ameriquest") as master servicer (the "Master Servicer"), U.S. Bank National
Association as trustee (the "Trustee"), and Bankers Trust Company of California,
N.A. as trust administrator. The Certificates consist of eight classes of
certificates (collectively, the "Certificates"), designated as the "Class A-1
Certificates", "Class A-2 Certificates", "Class M-1 Certificates", "Class M-2
Certificates", "Class M-3 Certificates", "Class CE Certificates", "Class P
Certificates" and "Class R Certificates". The Certificates evidence in the
aggregate the entire beneficial ownership interest in a trust fund (the "Trust
Fund"), consisting of a pool of mortgage loans (the "Mortgage Pool'") of
conventional, one- to four- family, adjustable rate and fixed rate, [first lien]
mortgage loans having original terms to maturity up to 30 years (the "Mortgage
Loans"). The Mortgage Pool consist of Mortgage Loans having an aggregate
principal balance of $611,080,289.29 as of September 1, 2001 (the "Cut-off
Date"). The Mortgage Loans were purchased pursuant to (i) the Mortgage Loan
Purchase Agreement, dated September 25, 2001, between Ameriquest and the
Depositor (the "Mortgage Loan Purchase Agreement"). The Class A-1 Certificates,
the Class A-2 Certificates, the Class M-1 Certificates, the Class M-2
Certificates and the Class M-3 Certificates were sold by the Depositor to
Deutsche Banc Alex. Brown (the "Underwriter"), pursuant to an Underwriting
Agreement, dated September 25, 2001 (the "Underwriting Agreement") among the
Depositor, Ameriquest and the Underwriter.
The Certificates have the following initial Certificate Balances and
Pass-Through Rates:
Initial Certificate Principal
Class Balance or Notional Amount Pass-Through Rate
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A-1 $ 471,680,000.00 Variable
A-2 $ 84,402,000.00 Variable
M-1 $ 21,388,000.00 Variable
M-2 $ 19,860,000.00 Variable
M-3 $ 9,167,000.00 Variable
CE $ 4,583,189.29 Variable
P $ 100.00 N/A
R 100% N/A
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The Certificates, other than the Class CE Certificates, the
Class P Certificates and the Class R Certificates, and the Mortgage Loans are
more particularly described in the Prospectus, dated [June 21], 2001, and the
Prospectus Supplement, dated September 25, 2001, as previously filed with the
Securities and Exchange Commission pursuant to Rule 424(b). The Class CE
Certificates, the Class P Certificates and the Class R Certificates have not
been and will not be publicly offered by the Depositor. Capitalized terms used
but not otherwise defined herein shall have the meanings assigned to them in the
Prospectus Supplement.
Item 7. Financial Statements and Exhibits
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(a) Not applicable
(b) Not applicable
(c) Exhibits
Exhibit No. Description
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4.1 Pooling and Servicing Agreement, dated as of September 1,
2001, by and among Ameriquest Mortgage Securities Inc. as
Depositor, Ameriquest Mortgage Company as Master
Servicer, U.S. Bank National Association as Trustee and
Bankers Trust Company of California, N.A. as Trust
Administrator relating to the Series 2001-2 Certificates.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
Dated: September 27, 2001
AMERIQUEST MORTGAGE
SECURITIES INC.
By: /s/ John P. Grazer
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Name: John P. Grazer
Title: Chief Financial Officer
Index to Exhibits
Sequentially
Exhibit No. Description Numbered Page
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4.1 Pooling and Servicing Agreement, dated as of 7
September 1, 2001, by and among Ameriquest
Mortgage Securities Inc. as Depositor, Ameriquest
Mortgage Company as Master Servicer, U.S. Bank
National Association as Trustee, and Bankers Trust
Company of California, N.A. as Trust Administrator
relating to the Series 2001-2 Certificates.
Exhibit 4.1