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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): December 7, 2001
AMERIQUEST MORTGAGE SECURITIES INC.
(as depositor under the Pooling and Servicing Agreement,
dated as of November 1, 2001, providing for the issuance of
Floating Rate Mortgage Pass-Through Certificates, Series 2001-3)
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
(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 December 7, 2001, a series of certificates, entitled
Ameriquest Mortgage Securities Inc. Floating Rate Mortgage Pass-Through
Certificates, Series 2001-3 (the "Certificates"), were issued pursuant to a
pooling and servicing agreement, dated as of November 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") and Bankers Trust Company of California,
N.A. as trustee (the "Trustee"). The Certificates consist of eight classes of
certificates (collectively, the "Certificates"), designated as the "Class A
Certificates", "Class S 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 $79,941,803 as of November 1, 2001 (the "Cut-off Date").
The Mortgage Loans were purchased pursuant to (i) the Mortgage Loan Purchase
Agreement, dated December 6, 2001, between Ameriquest and the Depositor (the
"Mortgage Loan Purchase Agreement"). The Class A Certificates, the Class S
Certificates, the Class M-1 Certificates, the Class M-2 Certificates and the
Class M-3 Certificates were sold by the Depositor to Banc of America Securities
LLC (the "Underwriter"), pursuant to an Underwriting Agreement, dated December
6, 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 $83,500,000 Variable
S $10,000,000 Variable
M-1 $ 6,000,000 Variable
M-2 $ 5,000,000 Variable
M-3 $ 4,000,000 Variable
CE $ 1,499,000 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 December 6, 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 November 1,
2001, by and among Ameriquest Mortgage Securities Inc. as
Depositor, Ameriquest Mortgage Company as Master
Servicer and Bankers Trust Company of California, N.A. as
Trustee relating to the Series 2001-3 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: December 7, 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
November 1, 2001, by and among Ameriquest
Mortgage Securities Inc. as Depositor, Ameriquest
Mortgage Company as Master Servicer and Bankers
Trust Company of California, N.A. as Trustee
relating to the Series 2001-3 Certificates.
Exhibit 4.1