ITEM 5.           OTHER EVENTS AND REQUIRED FD DISCLOSURE

       All outstanding capital stock of FGIC Securities Purchase,  Inc. is owned
by FGIC Holdings,  Inc., a Delaware corporation.  Immediately prior to March 31,
2003,  FGIC  Holdings,  Inc. was a wholly owned  subsidiary of General  Electric
Capital  Corporation,  a New York  corporation,  the ultimate parent of which is
General Electric Company.

       General Electric Capital Corporation  established a new subsidiary,  GEI,
Inc., a Delaware  corporation,  to serve as a holding company for certain of its
insurance  operations.  Effective as of March 31, 2003, General Electric Capital
Corporation  contributed  to GEI,  Inc.  all of the common stock of, inter alia,
FGIC Holdings,  Inc. GEI, Inc.  indirectly  acquired  control of FGIC Securities
Purchase,   Inc.  as  a  result  of  General  Electric   Capital   Corporation's
contribution of the common stock of FGIC Holdings, Inc. to GEI, Inc.

       No third  party has  obtained  any direct or indirect  ownership  of FGIC
Securities Purchase, Inc. pursuant to these transactions,  nor has any change of
control occurred.