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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): February 14, 2003
AMERIQUEST MORTGAGE SECURITIES INC.
(as depositor under the Pooling and Servicing Agreement,
dated as of February 1, 2003, providing for the issuance of
Asset-Backed Pass-Through Certificates, Series 2003-2)
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 February 14, 2003, a series of certificates, entitled
Ameriquest Mortgage Securities Inc. Asset-Backed Pass-Through Certificates,
Series 2003-2 (the "Certificates"), were issued pursuant to a pooling and
servicing agreement, dated as of February 1, 2003 (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 eight classes of certificates
(collectively, the "Certificates"), designated as the "Class A Certificates",
"Class M-1 Certificates", "Class M-2 Certificates", Class "M-3 Certificates",
"Class M-4 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 $
400,060,615.45 as of February 1, 2003 (the "Cut-off Date"). The Mortgage Loans
were purchased pursuant to (i) the Mortgage Loan Purchase Agreement, dated
February 12, 2003, between Ameriquest and the Depositor (the "Mortgage Loan
Purchase Agreement"). The Class A Certificates, Class M-1 Certificates, Class
M-2 Certificates, the Class M-3 Certificates and Class M-4 Certificates were
sold by the Depositor to Morgan Stanley & Co. Incorporated (the "Underwriter"),
pursuant to an Underwriting Agreement, dated February 12, 2003 (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 Pass-Through
Class Balance Rate
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A $326,049,000.00 Variable
M-1 $25,003,000.00 Variable
M-2 $20,003,000.00 Variable
M-3 $17,003,000.00 Variable
M-4 $6,001,000.00 Variable
CE $6,001,515.45 Variable
P $100.00 N/A
R 100% N/A
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(1) Approximate.
(2) Subject to increase and subject to a rate cap, as described in this
prospectus supplement.
(3) The pass-through rates on the Class A-I Certificates, the Class M-1
Certificates, the Class M-2 Certificates, the Class M-3 Certificates
and the Class M-4 Certificates are generally based on one- month LIBOR
plus an applicable margin, are subject to increase and are subject to a
rate cap, as described in the Prospectus Supplement.
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 Supplement, dated February 12, 2003
(the "Prospectus Supplement"), and the Prospectus, 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 February 1, 2003, 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 2003-2 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: February14, 2003
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 7
February 1, 2003, 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 2003-2 Certificates.
Exhibit 4.1