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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): November 5, 2002
AMERIQUEST MORTGAGE SECURITIES INC.
(as depositor under the Pooling and Servicing Agreement,
dated as of November 1, 2002, providing for the issuance of
Asset-Backed Pass-Through Certificates, Series 2002-4)
Ameriquest Mortgage Securities Inc.
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(Exact name of registrant as specified in its charter)
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Delaware 333-99117 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 November 13, 2002, a series of certificates, entitled
Ameriquest Mortgage Securities Inc. Asset-Backed Pass-Through Certificates,
Series 2002-4 (the "Certificates"), were issued pursuant to a pooling and
servicing agreement, dated as of November 1, 2002 (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 Deutsche Bank National Trust Company as trustee (the
"Trustee"). The Certificates consist of eleven classes of certificates
(collectively, the "Certificates"), designated as the "Class AF-1 Certificates",
Class "AV-1 Certificates", Class "AV-2 Certificates", "Class M-1 Certificates",
"Class M-2 Certificates", "Class M-3 Certificates", "Class M-4 Certificates",
"Class S 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
$1,000,020,964 as of November 1, 2002 (the "Cut-off Date"). The Mortgage Loans
were purchased pursuant to (i) the Mortgage Loan Purchase Agreement, dated
November 11, 2002, between Ameriquest and the Depositor (the "Mortgage Loan
Purchase Agreement"). The Class AF-1 Certificates, the Class AV-1 Certificates,
the Class AV-2 Certificates, the Class M-1 Certificates, the Class M-2
Certificates, the Class M-3 Certificates, the Class M-4 Certificates and the
Class S Certificates were sold by the Depositor to Morgan Stanley & Co.
Incorporated (the "Underwriter"), pursuant to an Underwriting Agreement, dated
November 11, 2002 (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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AF-1 $271,573,000.00 4.20%(1)
AV-1 $597,875,000.00 Variable
A-2 $217,352,000.00 Variable
M-1 $74,750,000.00 Variable
M-2 $65,000,000.00 Variable
M-3 $48,750,000.00 Variable
M-4 $14,950,000.00 Variable
S-1 $18,000,000.00 Variable
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S-2 $46,000,000.00 Variable
CE $9,749,900.00 Variable
P $100.00 N/A
R 100% N/A
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(1) Subject to a rate cap as described in the Pooling and Servicing Agreement
(2) Subject to increase and subject to a rate cap, as described in the Pooling
and Servicing Agreement
(3) Initial Notional Amount
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 November 11, 2002, and the
Prospectus Supplement, dated November 11, 2002, 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.
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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, 2002, by and
among Ameriquest Mortgage Securities
Inc. as Depositor, Ameriquest
Mortgage Company as Master Servicer
and Deutsche Bank National Trust
Company as Trustee relating to the
Series 2002-4 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: November 5, 2002
AMERIQUEST MORTGAGE
SECURITIES INC.
By: /s/ John P. Grazer
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Name: John P. Grazer
Title: CFO
Index to Exhibits
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Sequentially
Exhibit No. Description Numbered Page
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4.1 Pooling and Servicing Agreement, dated as of November 1, 7
2002, by and among Ameriquest Mortgage Securities Inc. as
Depositor, Ameriquest Mortgage Company as Master Servicer
and Deutsche Bank National Trust Company as Trustee
relating to the Series 2002-4 Certificates.
Exhibit 4.1