UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(Mark one)
/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2005
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number: 333-117991-04
IMPAC Secured Assets Corporation
Mortgage Pass-Through Certificates
Series 2005-2
(Exact name of registrant as specified in its charter)
New York 54-2191472
(State or other jurisdiction of 54-2191473
incorporation or organization) 54-2191474
(I.R.S. Employer
Identification No.)
c/o Wells Fargo Bank, N.A.
9062 Old Annapolis Road
Columbia, MD 21045
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (410) 884-2000
Securities registered pursuant to Section 12(b) of the Act:
NONE.
Securities registered pursuant to Section 12(g) of the Act:
NONE.
Indicate by check mark if the registrant is a well-known seasoned issuer,
as defined in Rule 405 of the Securities Act.
Yes ___ No X
Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act.
Yes ___ No X
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes ___ No X
The Registrant has not been subject to filing requirements for the past
90 days as the closing date for the transaction was December 29, 2005.
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K ( 229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by reference
in Part III of this Form 10-K or any amendment to this Form 10-K.
Not applicable.
Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated filer, or a non-accelerated filer. See Definition of
"accelerated filer and large accelerated filer" in Rule 12b-2 of the
Exchange Act. (Check One):
Large Accelerated Filer ___ Accelerated Filer ___ Non-Accelerated Filer X
Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Act).
Yes ___ No X
State the aggregate market value of the voting and non-voting common
equity held by non-affiliates computed by reference to the price at which
the common equity was last sold, or the average bid and asked price of
such common equity, as of the last business day of the registrant's most
recently completed second fiscal quarter.
Not applicable.
Documents Incorporated by Reference
List hereunder the following documents if incorporated by reference and
the Part of the Form 10-K (e.g. Part I, Part II, etc.) into which the
document is incorporated: (1)Any annual report to security holders; (2)
Any proxy or information statement; and (3)Any prospectus filed pursuant
to Rule 424(b) or (c) under the Securities Act of 1933. The listed
documents should be clearly described for identification purposes (e.g.
annual report to security holders for fiscal year ended December 24, 1980).
Not applicable.
PART I
Item 1. Business.
Not applicable.
Item 1A. Risk Factors.
Not applicable.
Item 1B. Unresolved Staff Comments.
Not applicable.
Item 2. Properties.
Not applicable.
Item 3. Legal Proceedings.
The registrant knows of no material pending legal proceedings
involving the trust created under the Pooling and Servicing
Agreement (the Trust), the Trustee, the Servicer or the
registrant with respect to the Trust other than routine
litigation incidental to the duties of the respective parties.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
PART II
Item 5. Market for Registrant's Common Equity, Related Stockholder
Matters and Issuer Purchases of Equity Securities.
No established public trading market for the Certificates exists.
Records provided to the Trust by the DTC and the Trustee
indicate that as of December 31, 2005, the total number of holders
of record for the Series of Certificates is 38.
Item 6. Selected Financial Data.
Not applicable.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operation.
Not applicable.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk.
Not applicable.
Item 8. Financial Statements and Supplementary Data.
Not applicable.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
None.
Item 9A. Controls and Procedures.
Not applicable.
Item 9B. Other Information.
None.
PART III
Item 10. Directors and Executive Officers of the Registrant.
Not applicable.
Item 11. Executive Compensation.
Not applicable.
Item 12. Security Ownership of Certain Beneficial Owners and Management
and Related Stockholder Matters.
Not applicable.
Item 13. Certain Relationships and Related Transactions.
Not applicable.
Item 14. Principal Accounting Fees and Services.
Not applicable.
PART IV
Item 15. Exhibits, Financial Statement Schedules.
(a) Exhibits
(31.1) Rule 13a-14(a)/15d-14(a) Certification
(99.1) Annual Independent Accountants' Servicing Reports concerning
servicing activities.
<s> <c>
a) Impac Funding Corporation, as Servicer <F1>
(99.2) Report of Management as to Compliance with Minimum Servicing
Standards.
<s> <c>
a) Impac Funding Corporation, as Servicer <F1>
(99.3) Annual Statements of Compliance under the Pooling and Servicing
Agreements.
<s> <c>
a) Impac Funding Corporation, as Servicer <F1>
(99.4) Aggregate Statement of Principal and Interest Distributions to
Certificate Holders.
(b) Not applicable.
(c) Omitted.
<F1> Filed herewith.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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:
IMPAC Secured Assets Corporation
Mortgage Pass-Through Certificates
Series 2005-2
(Registrant)
Signed: Impac Funding Corporation as Master Servicer
By: Richard Johnson, Executive Vice President/CFO
By: /s/ Richard Johnson, Executive Vice President/CFO
Dated: March 30, 2006
Exhibit Index
Exhibit No.
Ex-31.1 Rule 13a-14(a)/15d-14(a) Certification
Re: Impac Secured Assets Corp., Mortgage Pass-Through Certificates,
Series 2005-1; Impac Secured Assets Corp., Mortgage ass-Through
Certificates, Series 2005-2; Impac CMB Trust Series 2005-2,
Collateralized Asset-Backed Bonds, Series 2005-2; Impac CMB Trust Series
2005-3, Collateralized Asset-Backed Bonds, Series 2005-3; Impac CMB
Trust Series 2005-6, Collateralized Asset-Backed Bonds, Series 2005-6
I, Richard Johnson, certify that:
1. I have reviewed this annual report on Form 10-K, and all reports on
Form 8-K containing distribution or servicing reports filed in
respect of periods included in the year covered by this annual report,
of Impac Secured Assets Corp. and IMH Assets Corp.;
2. Based on my knowledge, the information in these reports, taken as a
whole, does not contain any untrue statement of a material fact or
omit to state a material fact necessary to make the statements made,
in light of the circumstances under which such statements were made,
not misleading as of the last day of the period covered by this
annual report;
3. Based on my knowledge, the distribution or servicing information
required to be provided to the trustee or indenture trustee by the
servicer under the pooling and servicing agreement, servicing
agreement, or similar agreement, for inclusion in these reports is
included in these reports;
4. I am responsible for reviewing the activities performed by the
servicer under the pooling and servicing agreement, servicing
agreement, or similar agreement and based upon my knowledge and the
annual compliance review required under that agreement, and except as
disclosed in the reports, the servicer has fulfilled its obligations
under that agreement; and
5. The reports disclose all significant deficiencies relating to the
servicer's compliance with the minimum servicing standards based upon
the report provided by an independent public accountant, after
conducting a review in compliance with the Uniform Single Attestation
Program for Mortgage Bankers or similar procedure, as set forth in
the pooling and servicing agreement, servicing agreement, or similar
agreement, that is included in these reports.
In giving the certifications above, I have reasonably relied on
information provided to me by the unaffiliated parties listed on
Exhibit A.
Exhibit A
American Home Mortgage Corp., as a servicer
Cendant Mortgage Corporation, as a servicer
Cenlar FSB, as a servicer
Columbia Equities, Ltd., as a servicer
Countrywide Home Loans Servicing LP, as a servicer
Decision One Mortgage, as a servicer
GMAC Mortgage Corporation, as a servicer
Harbourside Mortgage, as a servicer
Homeq Servicing, LLC, as a servicer
Lydian Private Bank d/b/a VirtualBank, as a servicer
Midland Loan Services, Inc., as a servicer
The Mortgage Store Financial, Inc., as a servicer
Nation One Mortgage Company, Inc., as a servicer
NetBank, Inc., as a servicer
Ocwen Loan Servicing, LLC, as a servicer
Paul Financial LLC, as a servicer
Wendover Financial Services Corporation, as a servicer
Date: March 30, 2006
/s/ Richard Johnson
Signature
Executive Vice President/CFO
Title
EX-99.1
Report of Independent Registered Public Accounting Firm
The Board of Directors
Impac Funding Corporation
We have examined Impac Funding Corporation's (a wholly-owned subsidiary of Impac
Mortgage Holdings, Inc., the "Master Servicer") compliance with the requirements
for Master Servicer detailed in Exhibit A - Master Servicing Requirements (the
"Specified Requirements") to Management's Assertion on Master Servicing for the
year ended December 31, 2005. Management is responsible for compliance with
these requirements. Our responsibility is to express an opinion on Impac
Funding Corporation's compliance based on our examination.
Our examination was conducted in accordance with attestation standards
established by the American Institute of Certified Public Accountants and,
accordingly, included examining, on a test basis, evidence concerning Impac
Funding Corporation's compliance with those requirements and performing such
other procedures as we considered necessary in the circumstances. We believe
that our examination provides a reasonable basis for our opinion.
Our examination does not provide a legal determination on Impac Funding
Corporation's compliance with Specified Requirements.
Impac Funding Corporation uses sub-servicing organizations to perform certain of
the servicing obligations included in the Specified Requirements. We did not
examine the sub-servicers compliance with the Specified Requirements. Our
examination disclosed the following material noncompliance with the Specified
Requirements applicable to Impac Funding Corporation during the year ended
December 31, 2005.
* Three of the sub-servicers, Cendant Mortgage Corporation, Countrywide Home
Loans and Option One Mortgage Corporation, are allowed 48 hours to deposit
payments into the protected accounts rather than 24 hours, as required in the
Pooling and Servicing Agreements ("PSAs").
* The Master Servicer does not cause one of the sub-servicers, Option One
Mortgage Corporation, to deny mortgage payment forbearance for more than six
months or during the last twelve months of the mortgage note term as required
in the PSAs.
* The Uniform Single Attestation Program for Mortgage Bankers ("USAP") letters
and sub-servicer officer's certification for three of the sub-servicers,
American Home loans, Columbia Equities and Decision One, were not available.
* The Master Servicer does not cause the sub-servicers to provide an officer's
certificate regarding the liquidation of a mortgage loan to the trustee within
five business days after it is determined that all amounts expected to be
recovered are actually recovered. As a result, the Master Servicer and the
Indenture Trustee agreed that a monthly summary report is more operationally
effective.
(PAGE)
* The Master Servicer did not make available a sub-servicing agreement between
the Master Servicer and two of the sub-servicers, Finance America and Encore,
as required by the PSAs.
* Fidelity bond and an errors and omission insurance policy was not available
for one of the sub-servicers, American Home Mortgage loans, as required by the
PSAs.
In our opinion, except for the material noncompliance matters described above,
Impac Funding Corporation complied, in all material respects, with the Specified
Requirements for the year ended December 31, 2005.
This report is intended solely for the information and use of Impac Funding
Corporation, Deutsche Bank National Trust Company, Wells Fargo Bank, N.A. and
Aurora Loan Services and is not intended to be and should not be used by anyone
other than these specified parties.
March 23, 2006
/s/ Ernst & Young LLP
(PAGE)
Exhibit A
Master Servicing Requirements
1 The Master Servicer has entered into sub-servicing agreements with
sub-servicer for the servicing and administration of the mortgage loans.
2 The Master Servicer collects or causes to be collected, payments under the
terms of the mortgage note. The Master Servicer or related sub-servicer may:
a Waive or permit to be waived, any late payment charge, prepayment penalty,
assumption fee, or any penalty interest.
b Suspend or reduce, or permit to be suspended or reduced, regular monthly
payments for a period of up to six-months, provided that monthly payments
may not be suspended during the twelve months prior to final maturity.
3 The Master Servicer shall within five days of determining that all amounts
which it expects to recover from a mortgage loan have been recovered, provide
to the Indenture Trustee a certificate of an Officer that such mortgage loan
has become a Liquidated mortgage loan.
4 The Master Servicer shall establish a segregated account in the name of the
Indenture Trustee into which payments collected on the mortgage notes are
deposited within one business day.
5 Each subservicer shall remit to the Master Servicer all scheduled or expected
collections on the mortgage loans no later than the eighteenth (18th) day of
each month.
6 The Master Servicer may withdraw from the Collection Account amounts on
deposit that are attributable to the mortgage loans for the following
purposes:
a To deposit by the third business day prior to each payment date, the funds
required to be distributed to the investors.
b To pay to itself, or reimburse itself or any sub-servicer for any allowable
advances or expenses.
7 The Master Servicer shall establish and maintain, or cause a sub-servicer to
establish and maintain, a servicing account held in trust for the Indenture
Trustee, into which collections from mortgagors for the payment of the taxes,
assessments and insurance premiums shall be deposited.
8 Master Servicer shall maintain and keep, or cause each sub-servicer to
maintain and keep, with respect to each mortgage loan, Hazard Insurance.
(page)
9 The Master Servicer shall obtain and maintain and shall cause each
sub-servicer to obtain and maintain a fidelity bond and an errors and
omissions insurance policy.
10 The Master Servicer shall provide to the Indenture Trustee on an annual basis
an Officer's Certificate containing a Statement of Compliance with the
applicable Servicing Agreement.
11 The Master Servicer shall cause the sub-servicer to file reports on interest
received, foreclosures, abandonment and information related to cancellation
of indebtedness in accordance with applicable state and federal income tax
laws.
12 On each payment date, the Master Servicer shall deliver to the Indenture
Trustee, a Remittance Report, which shall include an Officer Certification
evidencing the amount of each realize loss, if any.
13 The Master Servicer shall advance and deposit in the custodial account, the
shortfall between any mortgage payment that was due and is delinquent, and
the scheduled mortgage payment expected to be collected from the mortgagor.
14 The Master Servicer deposits in the Collection Account an amount equal to the
compensating interest.
15 The Master Servicer shall obtain from the sub-servicer:
a An annual statement of compliance (certification) stipulating that such
sub-servicer has performed and fulfilled its duties, responsibilities, and
obligations under the pooling and servicing agreement and its sub-servicing
agreement.
b An independent certified public accountant's attestation report on whether
such sub-servicer has complied with the minimum servicing standards set
forth in the Uniform Single Attestation Program for Mortgage Bankers (USAP).
EX-99.2
MANAGEMENT ASSERTION ON MASTER SERVICING
As of and for the year ended December 31, 2005, Impac Funding Corporation has
complied in all material respects with the requirements for Master Servicer as
detailed in Exhibit A - Master Servicing Requirements relating to the
securitizations listed in Exhibit B - List of Securities to this letter, except
for the areas as detailed in this assertion.
The following is a listing of the specific requirements, as detailed in Exhibit
A, that the Master Servicer was not in compliance with as of and for the year
ended December 31, 2005.
1. The Master Servicer has entered into sub-servicing agreements with
sub-servicer for the servicing and administration of the mortgage loans.
* The Master Servicer did not make available sub-servicing agreement between the
Master Servicer and two of the sub-servicers, Finance America and Encore, as
required by the PSAs.
2. The Master Servicer collects or causes to be collected, payments under the
terms of the mortgage note. The Master Servicer or related sub-servicer may:
b. Suspend or reduce, or permit to be suspended or reduced, regular monthly
payments for a period of up to six-months, provided that monthly payments may
not be suspended during the twelve months prior to final maturity.
* The Master Servicer does not cause one of the sub-servicers, Option One
Mortgage Corporation, to deny mortgage payment forbearance for more than six
months or during the last twelve months of the mortgage note term as required
in the PSAs. Option One sub-services 18 loans that are in IMPAC CMB 2003-10,
representing less than 1% of the Security Balance as of December 31, 2005.
3. The Master Servicer shall within five days of determining that all amounts
which it expects to recover from a mortgage loan have been recovered, provide to
the Indenture Trustee a certificate of an Officer that such mortgage loan has
become a Liquidated mortgage loan.
* The Master Servicer does not cause the sub-servicers to provide an officer's
certificate regarding the liquidation of a mortgage loan to the trustee within
five business days after it is determined that all amounts expected to be
recovered are actually recovered; As a result, the Master Servicer and the
Indenture Trustee agreed that a monthly summary report is more operationally
effective.
(page)
4. The Master Servicer shall establish a segregated account in the name of the
Indenture Trustee into which payments collected on the mortgage notes are
deposited within one business day.
* Three of the sub-servicers, Cendant Mortgage Corporation, Countrywide Home
Loans and Option One Mortgage Corporation, are allowed 48 hours to deposit
payments into the protected accounts rather than 24 hours, as required in the
PSAs.
9. The Master Servicer shall obtain and maintain and shall cause each
sub-servicer to obtain and maintain a fidelity bond and an errors and omissions
insurance policy.
* Fidelity bond and an Errors and omission insurance policy was not available
for one of the sub-servicer, American Home Mortgage, as required by the PSAs.
15. The Master Servicer shall obtain from the sub-servicer:
b. An independent certified public accountant's attestation report on whether
such sub-servicer has complied with the minimum servicing standards set forth in
the Uniform Single Attestation Program for Mortgage Bankers (USAP).
* The Uniform Single Attestation Program for Mortgage Bankers ("USAP") letters
and sub-servicer officer's certification for three of the sub-servicers,
American Home loans, Columbia Equities, and Decision One, were not available.
(page)
IMPAC FUNDING CORPORATION
March 23, 2006
/s/ Joe Tomkinson
Joe Tomkinson
Chief Executive Officer
/s/ Richard Johnson
Richard Johnson
Chief Financial Officer
/s/ Mohammad Younus
Mohammad Younus
Senior Vice President Default Management
/s/ Mario R. Fegan
Mario R. Fegan
Vice President Master Servicing
(page)
Exhibit A
Master Servicing Requirements
1 The Master Servicer has entered into sub-servicing agreements with
sub-servicer for the servicing and administration of the mortgage loans.
2 The Master Servicer collects or causes to be collected, payments under the
terms of the mortgage note. The Master Servicer or related sub-servicer may:
a Waive or permit to be waived, any late payment charge, prepayment penalty,
assumption fee, or any penalty interest.
b Suspend or reduce, or permit to be suspended or reduced, regular monthly
payments for a period of up to six-months, provided that monthly payments
may not be suspended during the twelve months prior to final maturity.
3 The Master Servicer shall within five days of determining that all amounts
which it expects to recover from a mortgage loan have been recovered, provide
to the Indenture Trustee a certificate of an Officer that such mortgage loan
has become a Liquidated mortgage loan.
4 The Master Servicer shall establish a segregated account in the name of the
Indenture Trustee into which payments collected on the mortgage notes are
deposited within one business day.
5 Each subservicer shall remit to the Master Servicer all scheduled or expected
collections on the mortgage loans no later than the eighteenth (18th) day of
each month.
6 The Master Servicer may withdraw from the Collection Account amounts on
deposit that are attributable to the mortgage loans for the following
purposes:
a To deposit by the third business day prior to each payment date, the funds
required to be distributed to the investors.
b To pay to itself, or reimburse itself or any sub-servicer for any allowable
advances or expenses.
7 The Master Servicer shall establish and maintain, or cause a sub-servicer to
establish and maintain, a servicing account held in trust for the Indenture
Trustee, into which collections from mortgagors for the payment of the taxes,
assessments and insurance premiums shall be deposited.
8 Master Servicer shall maintain and keep, or cause each sub-servicer to
maintain and keep, with respect to each mortgage loan, Hazard Insurance.
(page)
9 The Master Servicer shall obtain and maintain and shall cause each
sub-servicer to obtain and maintain a fidelity bond and an errors and
omissions insurance policy.
10 The Master Servicer shall provide to the Indenture Trustee on an annual basis
an Officer's Certificate containing a Statement of Compliance with the
applicable Servicing Agreement.
11 The Master Servicer shall cause the sub-servicer to file reports on interest
received, foreclosures, abandonment and information related to cancellation
of indebtedness in accordance with applicable state and federal income tax
laws.
12 On each payment date, the Master Servicer shall deliver to the Indenture
Trustee, a Remittance Report, which shall include an Officer Certification
evidencing the amount of each realize loss, if any.
13 The Master Servicer shall advance and deposit in the custodial account, the
shortfall between any mortgage payment that was due and is delinquent, and
the scheduled mortgage payment expected to be collected from the mortgagor.
14 The Master Servicer deposits in the Collection Account an amount equal to the
compensating interest.
15 The Master Servicer shall obtain from the sub-servicer:
a An annual statement of compliance (certification) stipulating that such
sub-servicer has performed and fulfilled its duties, responsibilities, and
obligations under the pooling and servicing agreement and its sub-servicing
agreement.
b An independent certified public accountant's attestation report on whether
such sub-servicer has complied with the minimum servicing standards set
forth in the Uniform Single Attestation Program for Mortgage Bankers (USAP).
(page)
Exhibit B
List of Securities
IMPAC CMB 2002-4
IMPAC CMB 2002-6
IMPAC CMB 2002-8
IMPAC CMB 2002-9
IMPAC CMB 2003-1
IMPAC CMB 2003-2
IMPAC CMB 2003-3
IMPAC CMB 2003-4
IMPAC CMB 2003-5
IMPAC CMB 2003-6
IMPAC CMB 2003-7
IMPAC CMB 2003-8
IMPAC CMB 2003-9
IMPAC CMB 2003-10
IMPAC CMB 2003-11
IMPAC CMB 2003-12
IMPAC CMB 2004-1
IMPAC CMB 2004-2
IMPAC CMB 2004-3
IMPAC CMB 2004-4
IMPAC CMB 2004-5
IMPAC CMB 2004-6
IMPAC CMB 2004-7
IMPAC CMB 2004-8
IMPAC CMB 2004-9
IMPAC CMB 2004-10
IMPAC CMB 2004-11
IMPAC CMB 2005-1
IMPAC CMB 2005-2
IMPAC CMB 2005-3
IMPAC CMB 2005-4
IMPAC CMB 2005-5
IMPAC CMB 2005-6
IMPAC CMB 2005-7
IMPAC CMB 2005-8
IMPAC SAC 1998-F1
IMPAC SAC 1998-S3
IMPAC SAC 2000-3
IMPAC SAC 2001-2
IMPAC SAC 2001-3
IMPAC SAC 2001-4
IMPAC SAC 2001-5
IMPAC SAC 2001-6
(page)
IMPAC SAC 2001-7
IMPAC SAC 2001-8
IMPAC SAC 2002-1
IMPAC SAC 2002-2
IMPAC SAC 2002-3
IMPAC SAC 2003-1
IMPAC SAC 2003-2
IMPAC SAC 2003-3
IMPAC SAC 2004-1
IMPAC SAC 2004-2
IMPAC SAC 2004-3
IMPAC SAC 2004-4
IMPAC SAC 2005-1
IMPAC SAC 2005-2
LEHMAN BROTHERS BANK 9/1/1999
PFCA HM EQTY INVMT TR 2002-IFC1
PFCA HM EQTY INVMT TR 2002-IFC2
PFCA HM EQTY INVMT TR 2003-IFC3
PFCA HM EQTY INVMT TR 2003-IFC4
PFCA HM EQTY INVMT TR 2003-IFC5
PFCA HM EQTY INVMT TR 2003-IFC6
MALT 2005-6
SOUNDVIEW 2003-2
WELLS FARGO WHOLE LOAN
EX-99.3
OFFICER'S CERTIFICATE
I, Mario R. Fegan, Jr., hereby certify that I am the Vice President, Master
Servicing, of Impac Funding Corporation. I further certify, with respect to each
Pooling and Servicing Agreement or Servicing Agreement, as applicable, related
to each transaction listed on Schedule I attached hereto (each, an "Agreement"),
as Master Servicer, the following:
1. I have reviewed the activities of the Master Servicer during the preceding
calendar year and of its performance under the Agreement;
2. To the best of my knowledge, based on such review, the Master Servicer has
fulfilled all its obligations under the Agreement for such year;
3. I have reviewed the activities of each Subservicer during the Subservicer's
most recently ended fiscal year on or prior to December 31, 2005 and its
performance under its Subservicing Agreement; and
4. To the best of my knowledge, based on my review and the certification of an
officer of each Subservicer, each Subservicer has performed and fulfilled its
duties, responsibilities and obligations under the Agreement and its
Subservicing Agreement in all material respects throughout the year, or if
there has been a default in performance or fulfillment of any such duties,
responsibilities or obligations, the nature and status of each such default
is attached hereto on Schedule II.
Date: 3/17/06
IMPAC FUNDING CORPORATION,
as Master Servicer
By: /s/ Mario R. Fegan, Jr.
Name: Mario R. Fegan, Jr.
Title: Vice President, Master Servicing
(page)
SCHEDULE I
Securitizations
IMPAC CMB TRUST - Series 2004-2
IMPAC CMB TRUST - Series 2004-6
IMPAC CMB TRUST - Series 2004-9
IMPAC CMB TRUST - Series 2004-11
IMPAC CMB TRUST - Series 2005-2
IMPAC CMB TRUST - Series 2005-3
IMPAC CMB TRUST - Series 2005-6
IMPAC SECURED ASSET CORP - Series 2001-S2
IMPAC SECURED ASSET CORP - Series 2004-3
IMPAC SECURED ASSET CORP - Series 2004-4
IMPAC SECURED ASSET CORP - Series 2005-1
IMPAC SECURED ASSET CORP - Series 2005-2
MALT 2005-6
(page)
SCHEDULE II
[None]
EX-99.4
No distributions to Certificateholders were made during the fiscal
year covered by this report.