JOHN B MORAN

MORTGAGE LOAN INVESTIGATIONS - TILA RESPA COMPLIANCE - MORTGAGE AND NOTE

CHAIN OF TITLE ANALYSIS DISCOVERY DOCUMENT ANALYSIS FORECLOSURE DOCUMENT
ANALYSIS ATTORNEY LITIGATION SUPPORT APPRAISAL REVIEW - SECURITIZATION
ANALYSIS EXPERT WITNESS SERVICE


THE SECURITIZATION REPORT

The Law Office of:
LOU BRYDGES & ASSOCIATES
Examination Date: 04-27-2012
On behalf of:
Alicia D. Hatchett, et al
7731 S. Ridgeland
Chicago, IL 60649, Cook County




MEMBER AMERICAN COLLEGE OF FORENSIC EXAMINERS INSTITUTE
THREEFIRSTNATIONALPLAZA,70WESTMADISONSTREET,SUITE1515,CHICAGO,IL60602
Phone(773)445-1200Fax(866)524-9460
Email: johnbmoran@me.com
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TABLE OF CONTENTS

INTRODUCTION Pg.3
SCOPE
THE INVESTIGATION PROCESS

CHAIN OF TITLE FOR INTERVENING INDORSEMENTS & ASSIGNMENTS Pg.4

TRUST DATA, PARTICIPATING PARTIES, AND SPECIFIC DATES Pg.5

SEC FORMS USED TO COMPILE THE REPORT Pg.6

DEFINITIONS USED IN THIS REPORT Pg.7
ARGUMENT-THE COMPLAINT

SECTION 1 THE LOAN TRANSACTION Pg.8

SECTION 2 TRUST CONSTRUCTION Pg.8

SECTION 3 GOVERNING LAW Pg.9

SECTION 4 MERS Pg.10

SECTION 5 THE COMPLAINT AND THE PROMISSORY NOTE Pg.11

SECTION 6 THE ASSIGNMENT OF MORTGAGE Pg.12
REMIC AND CDOS

SECTION 7 FORM 15 NOTICE OF TERMINATION OF REGISTRATION Pg.13

SECTION 8 SUMMARY Pg.14

DISCLAIMER Pg.15

QUALIFICATIONS AND CERTIFICATION Pg.16

DEFINITIONS Pg.17

EXHIBITS TABLE OF CONTENTS Pg.20




3
INTRODUCTION

The creation of Mortgage Backed Securities is a series of financial transactions designed to maximize cash flow, and
to reduce risk in the origination of the instruments. This is achieved when the instruments are acquired, classified
into pools, and offered as collateral to Third-Party Investors, through the use of a Special Purpose Vehicle
(SPV), a/k/a Special Purpose Entity (SPE), Special Purpose Company (SPE), or Trust.

The securitization process is designed, in most cases, to make the pooled assets bankruptcy remote. The transfer
of the pooled assets from the Originator to the SPV must be accomplished by way of true sale(s) with each
participant. The importance of the true sale is for the protection of the Third Party Investors from claims
against the Originator, and to protect the Originator from claims by the Third Party Investors

In order for the Trust to establish ownership of the note that is be securitized, the Trust must demonstrate that
each participant named in the Trust, from the Originator to the Seller, to the Depositor, to the Issuer (Trust), value
consideration for the asset in order for the acquisition to be a true sale. The transfer between each participant
must be by proper indorsement(s), delivery, and in strict accordance with the mandatory transfer procedures and
time requirements established in the trust agreement, a/k/a, the Pooling and Servicing Agreement (PSA). This will
require the production of the original note or a true copy, with all of the proper indorsements stamped on the note,
or attached as an Allonge, establishing an unbroken chain of transfer.

SCOPE

The purpose of this report is to review, highlight, and to summarize the public documents filed by the
Issuing Entity, with the U.S. Securities and Exchange Commission (SEC), regarding the transfer procedures and
time requirements established in the Pooling and Servicing Agreement (PSA) with respect to the subject
mortgage loan transaction as it relates to the Defendant(s).

Trust law creates additional requirements for transfers. Mortgage Backed Securities typically involve a transfer
of the assets to a New York common law trust. Transfers to New York common law trusts are governed by the
common law of gifts. In New York, such a transfer requires actual delivery of the transferred assets in a manner
such that no one else could possibly claim ownership.1 This is done to avoid fraudulent transfer concerns. For a
transfer to a New York common law trust, the mere recital of a transfer is insufficient to effectuate a transfer.
There must be delivery in as perfect a manner as possible. Similarly, an indorsement in blank might not be
sufficient to effectuate a transfer to a trust because indorsement in blank turns a note into bearer
paper, to which others could easily lay claim.2

THE INVESTIGATION PROCESS

As part of the investigation and analysis, a search is performed by entering the names of the parties
and the property information into certain websites, internet search engines, and subscription services, including
but not limited to, the subject propertys County Recorder, MERS (Mortgage Electronic Registration Systems),
Fannie Mae (FNMA, Federal National Mortgage Association), Freddie Mac (FHLMC, Federal Home Loan
Mortgage Corporation), Ginnie Mae (GNMA, Government National Mortgage Association), Illinois Secretary
of State, Cook County Assessor, Illinois Department of Financial and Professional Regulation, EDGAR
(Electronic Data Gathering Analysis and Retrieval), IRS (Internal Revenue Service), and the SEC (Securities
and Exchange Commission).
1
See Vincent v. Putnam, 248 N.Y. 76, 83 (N.Y. 1928) (The delivery must be such as to vest the donee with the control and
dominion over the property and to absolutely divest the donor of his dominion and control, and the delivery must be made with the intent to vest
the title of the property in the donee.Equity will not help out an incomplete delivery.).
2 Quoted from the written testimony of Professor Leviton-House Financial Services Committee
(http://www.scribd.com/doc/46565200/Congressional-Foreclosure-Report)
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CHAIN OF TITLE FOR INTERVENING INDORSEMENTS AND
ASSIGNMENTS

The Originator, FIRST HORIZON HOME LOAN CORPORATION (not an authorized party or participant in
the PSA), acquired the subject mortgage loan as a retail transaction or from one of its mortgage brokers, by a
separate MORTGAGE LOAN PURCHASE AGREEMENT and acting in the capacity of mortgage broker sold the
loan to the Sponsor, Unaffiliated Seller IXIS REAL ESTATE CAPITAL INC., sometime between 10/06/2005,
and 2/1/2006.

The Sponsor, Unaffiliated Seller IXIS REAL ESTATE CAPITAL INC on February 1, 2006, (cut off date of the
trust), is required prepare a MORTGAGE LOAN SCHEDULE, to provide the details of the mortgage loans it
had acquired and desires to sell to the Depositor, MORGAN STANLEY ABS CAPITAL I INC, on the closing
date of the trust, February 28, 2006.
On the closing date of the trust February 28, 2006, the Depositor, MORGAN STANLEY ABS CAPITAL I INC,
completes the purchase and assigns all rights, title, and interest to the Trustee on behalf of, IXIS REAL ESTATE
CAPITAL TRUST 2006 HE-1 which is the issuing entity, for the benefit of the CERTIFICATE HOLDERS..


Pursuant to the provisions of the PSA, the proper transfer of the mortgage loan from the Sponsor/ Unaffiliated
Seller to the Depositor, to the Issuing Entity, in exchange for the certificates is illustrated below:







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IXIS REAL ESTATE CAPITAL TRUST, SERIES 2006 HE-1

TRUST DATA, PARTICIPATING PARTIES, & SPECIFIC DATES

TYPE OF TRUST

COMMON LAW
GOVERNING LAW

STATE OF NEW YORK
ISSUING ENTITY
IXIS REAL ESTATE CAPITAL TRUST 2006 HE-1
TRUSTEE

DEUTSCHE BANK NATIONAL TRUST
COMPANY
DEPOSITOR PURCHASER

MORGAN STANLEY ABS CAPITAL I INC
SELLERS SPONSORS
UNAFFILIATED SELLER
IXIS REAL ESTATE CAPITAL INC.
CUSTODIAN

DEUTSCHE BANK NATIONAL TRUST
COMPANY
UNDERWRITER (Credit Risk Manager)

MORGAN STANLEY
MASTER SERVICER

JPMORGAN CHASE BANK, N.A.
SUB-SERVICER
SAXON MORTGAGE SERVICES
MASTER FINANCIAL INC Corporation with the
acquisition of Merrill Lynch)
ORIGINATORS
FIRST HORIZON HOME LOAN CORPORATION
(One of many originators pursuant to a separate
Mortgage Loan Purchase Agreement.
CUT OFF DATE

CLOSING DATE

PSA DATE
FEBRUARY 1, 2006


FEBRUARY 28, 2006

FEBRUARY 1, 2006

CIK
SEC FILE #
0001351047
333-113543-32






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SEC FORMS USED TO COMPILE THIS REPORT

8-K FILING


A report of unscheduled material events or corporate changes at a
company that could be of importance to the shareholders.
10-K Filing


A comprehensive summary report of a company's performance that
must be submitted annually to the Securities and Exchange
Commission.
FREE WRITING PROSPECTUS
(FWP)


A written communication that constitutes an offer to sell or solicitation
of an offer to buy such securities that falls within the exception from
the definition of the prospectus in clause (a) of section 2(a)(10) of the
SEC Act.
424 B5 PROSPECTUS
SUPPLEMENT (Not used in this
report)


Is mainly used to disclose any changes that differ from the FWP filing.
POOLING AND SERVICING
AGREEMENT (PSA)


The PSA contains the governing rules, provisions, and is the contract
agreement of the participating parties.
MORTGAGE LOAN PURCHASE
AGREEMENT


As mentioned in EXHIBIT L in the Pooling and Servicing Agreement
FORM 15
Certification of Termination of Registration of a Class of Security
Under Section 12(g) or Notice of Suspension of Duty to File Reports
Pursuant to Sections 13 and 15(d) of the Act.
INSTUCTIONS TO LOCATE
ALL SEC FILINGS OF THE
SUBJECT TRUST
Go to SEC.GOV
Go to the FILINGS AND FORMS section.
Click SEARCH FOR COMPANY FILINGS
Click the long red sentence Company or fund name, ticker symbol,
CIK
Type in the CIK number found in the above Trust Data section of this
page.







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DEFINITIONS USED IN THIS REPORT

INDORSE VERSUS
ENDORSE

According to Blacks Law Dictionary 6
th
edition, the proper spelling with respect
to this subject matter is Indorse, versus Endorse, although the spelling of the
later is acceptable in regards to business transactions of this nature.
AGREEMENT

This Pooling and Servicing Agreement and all amendments or supplements
hereto.
CUT OFF DATE

With respect to all Mortgage Loans deposited into the Trust
CUT OFF BALANCE
DATE

The aggregate scheduled principal balance of the mortgage loans deposited into
the Trust on the cut off date.
CLOSING DATE AND
START UP DAY

The term Closing Date, when used for REMICs is designated as the Start Up
Day, within the meaning of Section 860G(a)(9) of the Internal Revenue Code.
DEFECTIVE
MORTGAGE LOAN

Any Mortgage Loan repurchased pursuant to the PSA.
MERS (R) System

The system of recording transfers of mortgages electronically maintained by
MERS.
MIN

The Mortgage Identification Number for any MERS Mortgage Loan.
MOM LOAN
Any Mortgage Loan as to which MERS is acting as mortgagee, solely as nominee
for the originator of such Mortgage Loan and its successors and assigns. (MERS
AS MORTGAGEE AND THE MIN NUMBER ON THE FACE OF THE
MORTGAGE).
REMIC PROVISIONS
Provisions of the federal income tax law relating to real estate mortgage
investment conduits, which appear at sections 860A through 860G of Subchapter
M of Chapter 1 of the Code, and related provisions, and regulations promulgated
thereunder, as the foregoing may be in effect from time to time as well as
provisions of applicable state laws.
SUB-SERVICER

Any person to whom the Master Servicer has contracted for the servicing of all or
a portion of the Mortgage Loans pursuant to the PSA.





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SECTION 1

THE HATCHETT MORTGAGE LOAN TRANSACTION

1. The Hatchett mortgage loan transaction was executed on 10/06/2005, and recorded 11/07/2005, with
FIRST HORIZON HOME LOAN CORPORATION, loan #2000144256, as the lender of record on the note, and
Mortgage, with a loan amount of $135,920.00, for the address commonly known as, 7731 S. Ridgeland, Chicago, IL
60649.
a. The subject note is considered by the mortgage industry as subprime paper as the start rate is 7.6%
which is fixed for the first two years and then adjusts every 6 months thereafter by calculating the margin of
5.95% plus the 6 month Libor rate to determine the new rate. The purpose of this type of note is to give the
borrower a chance to fix their credit and to refinance. Loans of this type, are not meant to be paid to
maturity.

2. A complaint to foreclose the mortgage was initially filed as case #2006CH15649, on 08/04/2006, in Circuit
Court of County, Illinois, with the Sponsor, Unaffiliated Seller IXIS REAL ESTATE CAPITAL INC, as the
Plaintiff, less than a year after origination of the mortgage loan. The disposition of this case is not known but
assumed settled pursuant to the modification agreement found recorded in the County records. See EXHIBIT A,
to view the recorded Lis Pendens.

3. A complaint to foreclose the mortgage was filed in the United States District Court on 09/03/2011 as case #
1:11-cv-6155, with DEUTSCHE BANK NATIONAL TRUST COMPANY, AS TRUSTEE FOR THE IXIS
REAL ESTATE CAPITAL TRUST 2006 HE-1, MORTGAGE PASS-THROUGH CERTIFICATES SERIES 2006
HE-1.
.


SECTION 2 TRUST CONSTRUCTION

IXIS REAL ESTATE CAPITAL TRUST, SERIES 2006 HE-1

1. A snapshot of the EDGAR SEARCH RESULTS page shows all of the filings found in the SEC database that
Affiant has relied upon to produce this report and is attached as EXHIBIT B.
2. The trust agreement, which governs the authorities, duties, responsibilities and actions of all the participants of
the IXIS REAL ESTATE CAPITAL TRUST 2006 HE-1, is called the Pooling and Servicing Agreement (PSA),
and is filed under oath with the U.S. Securities and Exchange Commission (SEC), and is available online through the
Edgar website at SEC.gov.
a. The 186 page Pooling and Servicing Agreement (PSA), is filed as EX 4.1, to the form 8-K, filed with
the SEC on 03/09/2006, and can be found at:

http://sec.gov/Archives/edgar/data/1351047/000095013606001775/file004.htm

3. The opening declaration of the PSA identifies the participating parties of the IXIS REAL ESTATE CAPITAL
TRUST 2006 HE-1, which states as follows:
THIS POOLING AND SERVICING AGREEMENT, dated as of February 1, 2006,
among, MORGAN STANLEY ABS CAPITAL I INC., a Delaware corporation, as depositor
(the "Depositor"), JPMORGAN CHASE BANK, National Association, a banking
9
association organized under the laws of the United States, as master servicer,
backup servicer and securities administrator (in each such capacity,
respectively, the "Master Servicer", "Backup Servicer" and the "Securities
Administrator"), SAXON MORTGAGE SERVICES INC., a Texas Corporation ("Saxon"),
MASTER FINANCIAL, INC., a California corporation ("Master Financial" and
together with Saxon, the "Servicers"), IXIS REAL ESTATE CAPITAL INC. (f/k/a CDC
Mortgage Capital Inc.), a New York corporation, as unaffiliated seller (the
"Unaffiliated Seller") and DEUTSCHE BANK NATIONAL TRUST COMPANY, a national
banking association, as trustee and custodian (in each such capacity
respectively, the "Trustee" and the "Custodian"). (emphasis mine, font and highlighting only)

4. There is an additional agreement that is made part of the PSA for the sale of mortgage loans called the
"MORTGAGE LOAN PURCHASE AGREEMENT" (MLPA), which is the agreement between the
Sponsor/Unaffiliated Seller, IXIS REAL ESTATE CAPITAL INC, and the various mortgage brokers, and
institutional mortgage companies including the Originator FIRST HORIZON HOME LOAN CORPORATION,
which is the original Lender of record in this transaction
a. The fact that the Sponsor, Unaffiliated Seller IXIS REAL ESTATE CAPITAL INC was the
Plaintiff that brought forth the instant action in 2006 (see EXHIBIT A, Lis Pendens) leaves little room to
doubt having an interest in the ownership of the Note.
b. The original Lender FIRST HORIZON HOME LOAN CORPORATION, named on the face of the
subject mortgage and note is an outside origination source of business to the Sponsor, Unaffiliated Seller
IXIS REAL ESTATE CAPITAL INC, and is not a participant of the issuing entity, IXIS REAL ESTATE
CAPITAL TRUST 2006 HE-1, in any capacity.
c. The " MORTGAGE LOAN PURCHASE AGREEMENT " (MLPA), was not found in the PSA but
is mentioned multiple times, and referenced to in the PSA. The PSA includes an attachment entitled
EXHIBIT L and is attached to this report as EXHIBIT C, which describes the Form of subsequent
transfer agreement. The " MORTGAGE LOAN PURCHASE AGREEMENT " (MLPA), was not included
in any of the filings with the SEC, as the MLPA executed between the companies may not be limited to this
particular mortgage-backed security.

5. The PSA and the MLPA, when read together secure the Trustees interest in the asset (mortgage loans) by
providing the terms and conditions, to the participating parties to insure that each mortgage loan:
a. Qualifies according with the Provisions of the federal income tax law relating to REMICs, which
appear at sections 860A through 860G of Subchapter M of Chapter 1 of the Code.
b. Is bankruptcy remote against any claim to the asset (mortgage loans), in any bankruptcy proceeding
filed by the Originator, or any other party in the chain of title.
c. Is a true and complete sale between the participants named above in section 2, opening declaration of
the PSA.
d. The Cut Off date of February1, 2006, and is the date that all of the mortgage loans acquired by the
Sponsor, Unaffiliated Seller IXIS REAL ESTATE CAPITAL INC, from its various originators, brokers,
and retail outlets that it desires to sell, are accounted for, and reported to the Depositor, by identifying the
specific data required by the Depositor.

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e. The Closing Date of February 28, 2006, is the date the Unaffiliated Seller IXIS REAL ESTATE
CAPITAL INC, conveys the Mortgage Loans to the Depositor, MORGAN STANLEY ABS CAPITAL I INC, who
in turn assigns and turns over the documents of the mortgage loans to the Trustee and/or Custodian, with
certain provisions in the event of a delay of delivery of the mortgage loans, usually 60 to 90 days, with a final 90
day extensions in order for the mortgage loans to qualify as a REMIC. The closing date is also referred to as
the Start Up Date, in reference to the REMIC TAX status to the Trust.


SECTION 3

GOVERNING LAW

1. Section 12.03 of the PSAisanelectionbythepartiesthattheTrustwillbegovernedunderthe

lawsoftheStateofNewYork.ThisCourtwouldberequiredtoconsidertheimpactoftheactionsof
anypartytotheTrustagreement,whichviolatedtheTrustagreementunderNewYorkLaw.
a. Section 12.03, Governing Law.
THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY
THE SUBSTANTIVE LAWS OF THE STATE OF NEW YORK APPLICABLE TO AGREEMENTS
MADE AND TO BE PERFORMED IN THE STATE OF NEW YORK AND THE OBLIGATIONS,
RIGHTS AND REMEDIES OF THE PARTIES HERETO AND THE CERTIFICATEHOLDERS
SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

b. Article X, Section 12.04, Intention of the Parties. It is the express intent of the parties hereto that the
conveyance of the Mortgage Notes, Mortgages, assignments of Mortgages, title insurance policies and any
modifications, extensions and/or assumption agreements and private mortgage insurance policies relating to the
Mortgage Loans by the Depositor to the Trustee be, and be construed as, an absolute sale thereof to the
Trustee.

2. In Bank of America vs. Bassman (2012 IL App (2d) 110729, June 18, 2012, the Court ruled on page 6
section 10, that the validity of the transfer of mortgages in this case would be New York law.


SECTION 4

MERS AS NOMINEE

1. MERS is not a party to this transaction accept for the junior lien as mention in Plaintiffs complaint to
foreclose.




11


SECTION 5

PLAINTIFFS COMPLAINT TO FORECLOSE AND THE PROMISSORY NOTE

1. I have reviewed the original complaint served upon Hatchett, with particular attention to the copy of the
Note attached to Plaintiffs complaint to foreclose. The Capacity in which Plaintiff brings this foreclosure is:
Plaintiff is the legal holder of the indebtedness and the owner of the Mortgage given as security therefore.

2. The " MORTGAGE LOAN PURCHASE AGREEMENT " (MLPA), is the cutoff date of the Trust
previously explained in Section 2(5)(d) of this affidavit, and is the exclusive agreement between Sponsor,
Unaffiliated Seller IXIS REAL ESTATE CAPITAL INC, and the original lender, FIRST HORIZON HOME
LOAN CORPORATION, as disclosed in the PSA as EXHIBIT L and is attached to this report as EXHIBIT C,
a. Specifically, the requirement with respect to the mortgage note is that it is indorsed, pursuant to
section 2 of the PSA and shall include all intervening indorsements showing a complete chain of the title from the
originator to the Seller (i.e. the originator FIRST HORIZON HOME LOAN CORPORATION to indorse the
Note in blank or directly to the Sponsor, Unaffiliated Seller IXIS REAL ESTATE CAPITAL INC who in turn
will indorse the Note in blank or directly to the Depositor, MORGAN STANLEY ABS CAPITAL I INC, and
subsequently indorsed to the Trustee as stated above.)
3. THE NOTE ATTACHED TO PLAINTIFFS COMPLAINT DOES NOT DISPLAY ANY
INDORSEMENT OF ANY KIND BUT RELIES ON ATTACHING AN ALLONGE SIGNED IN
BLANK BY THE ORIGINATING LENDER. THE NEEDED ADDITIONAL INDORSEMENT
FROM THE UNAFFILIATED SELLER IXIS REAL ESTATE CAPITAL INC SIGNED IN BLANK
OR DIRECTLY TO THE DEPOSITOR IS NOT FOUND.

4. In order to further clarify the chain of title of the note and to answer the question of whether or not the
note was deposited and made part of the subject issuing entity, the following extractions from the PSA are provided
for consideration.
a. Article II, Section 2.01, 1
st
paragraph states:
(a) The Depositor, concurrently with the execution and delivery
hereof, hereby sells, transfers, assigns, sets over and otherwise conveys to the
Trustee for the benefit of the Certificateholders, without recourse, all the
right, title and interest of the Depositor in and to the Trust Fund and the
Trustee, on behalf of the Trust, hereby accepts the Trust Fund, other than any
Subsequent Mortgage Loans, which will be so sold, transferred, assigned,
set-over and conveyed on the related Subsequent Transfer Date. The Mortgage
Loans permitted by the terms of this Agreement to be included in the Trust Fund
are limited to (i) the Initial Mortgage Loans (which the Depositor is required
hereunder to have acquired pursuant to Subsequent Transfer Agreements) and (iii)
Substitute Mortgage Loans. It is agreed and understood by the parties hereto
that it is not intended that any Mortgage Loan be included in the Trust Fund
that is a High Cost Loan.
(b) In connection with the transfer and assignment of each Mortgage
Loan, the Unaffiliated Seller has delivered or caused to be delivered to the
Custodian for the benefit of the Certificateholders the following documents or
instruments with respect to each Mortgage Loan so assigned (to the extent such
12
documents or instruments are required to be delivered by the related Originator
under each Mortgage Loan Purchase Agreement):

b. Article II, Section 2.01 (a) of the PSA clarifies with specificity its instructions for the indorsement of
the Note:
(i) the original Mortgage Note bearing all intervening
endorsements evidencing a complete chain of assignment from the originator
to the related Originator, endorsed "Pay to the order of _________, without
recourse" and signed in the name of the related Originator by an authorized
officer. To the extent that there is no room on the face of the Mortgage
Notes for endorsements, the endorsement may be contained on an allonge,
unless the Trustee and the Custodian are advised by the related Originator
that state law does not so allow. If the Mortgage Loan was acquired by an
Originator in a merger, the endorsement must be by "[related Originator],
successor by merger to [name of predecessor]". If the Mortgage Loan was
acquired or originated by the related Originator while doing business under
another name, the endorsement must be by "[related Originator], formerly
known as [previous name]";
(ii) the original of any guarantee executed in connection with
the Mortgage Note.
5. In order to clarify the term related originator as opposed to an unrelated originator, it should be noted
that the PSAs contain boilerplate language. In this instance the related originator is the Sponsor, Unaffiliated
Seller IXIS REAL ESTATE CAPITAL INC.
6. The Note and allonge are attached to this report as EXHIBIT D. An allonge was used to indorse the note
in blank by the original lender FIRST HORIZON HOME LOAN CORPORATION. As stated above, To the extent
that there is no room on the face of the Mortgage Notes for endorsements, the endorsement may be contained on an
allonge.. There appears to be plenty of room on the note itself to execute an indorsement. Attached as
EXHIBIT E is an article from the New York Law Journal regarding the requirements of the allonge and the New
York UCC.

7. The Complaint is defective on multiple counts. The affidavit of debt is defective as the affiant is basing
personal knowledge on the review of servicing records and states as fact that the Plaintiff is the owner of the note
and mortgage. See EXHIBIT F. Additionally, the exhibits attached to its complaint to foreclose, except for one of
the purported assignments is unrecorded. The EXHIBITS to the complaint include an unrecorded repayment plan,
or forbearance agreement (EXHIBIT G), that conflicts with the recorded loan modification agreement. The
recorded loan modification agreement was not attached as an exhibit to the complaint. (EXHIBIT H)

SECTION 6

THE ASSIGNMENT OF MORTGAGE

1. The assignments are defective as they were both executed after the closing date and extension of time
allowed by the trust. To validate the assignments, it would have to be accompanied by an Opinion of Counsel,
letter stating that the assignment would not jeopardize the REMIC status of the trust, being executed after the
closing date and extension of time allowed by the trust. The opening Opinion letter from Counsel with respect to
the REMIC status of the trust states that subsequent mortgage loans may be acquired by the trust in the manner
contemplated by the PSA, without causing harm to the REMIC status of the trust.
13

REMICS AND OTHER COLLATERALIZED DEBT OBLIGATIONS
(CDOS) PURSUANT TO 26 USC 869G(d)(1)
1. An Assignment of Mortgage, or any other contribution to the Trust that is inconsistent with the dates for
funding the Trust as set forth in the PSA, may have adverse tax consequences for the Trust. This is a Pass-Thru
REMIC trust. The Internal Revenue Codes provides in part: 26 U.S.C. 860G(d)(1),
that except as provided in section 860G(d)(2), if any amount is contributed to a REMIC after the startup date there is hereby
imposed a tax for the taxable year of the REMIC in which the contribution is received equal to 100 percent of the amount of
such contribution.
The Closing Date is hereby designated as the "startup day" of the Trust Fund within the meaning of Section 860G(a)(9) of
the Code.
(xvi) each Mortgage Loan constitutes a "qualified mortgage" under Section 860G(a)(3)(A) of the Code and Treasury
Regulation Section 1.860G-2(a)(1), (2), (4), (5), (6), (7) and (9) without reliance on the provisions of Treasury Regulation
Section 1.860G-2(a)(3) or Treasury Regulation Section 1.860G-2(f)(2) or any other provision that would allow a Mortgage
Loan to be treated as a "qualified mortgage" notwithstanding its failure to meet the requirements of Section 860G(a)(3)(A) of
the Code and Treasury Regulation Section 1.860G-2(a)(1), (2), (4), (5), (6), (7) and (9);
SECTION 7

FORM 15 NOTICE OF TERMINATION OF REGISTRATION
1. On January 24, 2007 the Trust filed Form 15, which allows the trust to suspend its duty to file reports under
sections 13 and 15(d), of the Securities Exchange Act of 1934. The reason stated is less than 300 holders of record
remain, according to Rule 15d-6.
2. Having read through the filing requirements of the Trust with the SEC, it is apparent that the Parties wish to
be relieved the burden of the filing requirements of the SEC, as soon as it lawfully possible.
1

SEC Rul e 15d- 6; Rul e 12h- 3; Form 15
Section 15(d) of the Exchange Act provides an automatic suspension of the periodic reporting obligation as to any fiscal year (except for
the fiscal year in which the registration statement became effective) if an issuer has fewer than 300 security holders of record at the
beginning of such fiscal year. Under Rule 15d-6, a Form 15 should be filed to notify the Commission of such suspension, but the
suspension is granted by statute and is not contingent on filing the Form 15. In contrast, Rule 12h-3 permits a company to suspend its
reporting obligation under Section 15(d) if the requirements of the rule are met at any time during the fiscal year. Because situations
exempted by Rule 12h-3 (e.g. fewer than 300 security holders of record in the middle of a fiscal year) do not meet the literal test of
Section 15(d), Rule 12h-3 requires the filing of Form 15 as a condition of the suspension.

1
Form 15 Filing On or before January 30 of the first year in which the Trustee is able to do so under applicable law, the Trustee shall file a Form
15 relating to the automatic suspension of reporting in respect of the Trust Fund under the Exchange Act.
14

SECTION 8

AFFIDAVIT SUMMARY

1. As to the assertion that the promissory note and mortgage was acquired by this Trust within the time period
after the closing date of the trust (February 28, 2006), there are additional obstacles, which make this assertion
improbable or impossible depending upon the Court's interpretation of New York Law.
2. It appears that indebtedness is still owned by the Sponsor, Unaffiliated Seller IXIS REAL ESTATE
CAPITAL INC. as opposed to the Plaintiff. This is based upon the lack of an additional indorsement to the note
and the fact that the Sponsor, Unaffiliated Seller IXIS REAL ESTATE CAPITAL INC. filed a foreclosure action
on 8/4/2006 as the Plaintiff.
3. The assignments are void.
4. The complaint is defective on multiple counts.

15
DISCLAIMER

Please be advised that John B Moran, its employees, agents, and representatives is not a law firm and does
not give legal advice, or make any representations and warranties of any kind. The report(s) are not to be
construed as legal advice and bias toward any party, nor are the reports designed or intended to draw any legal
conclusions or render any legal opinions.

The audit report is designed to assist an Attorney with the findings of fact in the filing of, or
responding to, a pending case or otherwise, to determine the best course of action. Consultation
with an Attorney is highly recommended.


Pursuant to the State of Illinois Public Act # 094-0822 Mortgage Rescue Fraud
Act 765 ILCS 940/1 and 940/5
PLEASE BE ADVISED. I (WE) DO NOT PERFORM THE FOLLOWING SERVICES:
(1) stop or postpone the foreclosure sale or stop or postpone the loss of the home due to nonpayment of taxes;
(2) obtain any forbearance from any beneficiary or mortgagee, or relief with respect to a tax sale of the property;
(3) assist the owner to exercise any right of reinstatement or right of redemption;
(4) obtain any extension of the period within which the owner may reinstate the owner's rights with respect to the
property;
(5) obtain any waiver of an acceleration clause contained in any promissory note or contract secured by a mortgage
on a distressed property or contained in the mortgage;
(6) assist the owner in foreclosure, loan default, or posttax sale redemption period to obtain a loan or advance of
funds;
(7) avoid or ameliorate the impairment of the owner's credit resulting from the recording of a notice of default or
the conduct of a foreclosure sale or tax sale; or
(8) save the owner's residence from foreclosure or save the owner from loss of home due to nonpayment of taxes.


I (WE) ALSO DO NOT PERFORM THE FOLLOWING SERVICES:
(1) debt, budget, or financial counseling of any type;
(2) receiving money for the purpose of distributing it to creditors in payment or partial payment of any obligation
secured by a lien on a distressed property;
(3) contacting creditors on behalf of an owner of a residence that is distressed property;
(4) arranging or attempting to arrange for an extension of the period within which the owner of a distressed
property may cure the owner's default and reinstate his or her obligation;
(5) arranging or attempting to arrange for any delay or postponement of the time of sale of the distressed property;
(6) advising the filing of any document or assisting in any manner in the preparation of any document for filing with
any court; or
(7) giving any advice, explanation, or instruction to an owner of a distressed property that in any manner relates to
the cure of a default or forfeiture or to the postponement or avoidance of sale of the distressed property.


16


QUALIFICATIONS

My area of expertise as an expert witness is based upon twenty (20) plus years experience in the Mortgage
Banking Industry, in the area of Compliance, Underwriting, Wholesaling, and Origination. During the last four (4)
years I have been working as a litigation support liaison, for Attorneys defending Homeowner foreclosure claims.
A complete resume is available upon request.
I am also a member of the American College of Forensic Examiners Institute. If called upon, I am competent to
testify or as an Affiant in accordance with Supreme Court Rule 191.


CERTIFICATION

I, John B. Moran do hereby state that all searches will be performed with careful due diligence in the preparation
and compilation of the report(s). The results of the report(s) are strictly based on information provided by the
CLIENT and searches performed from various sources as previously described.
I have personal and first hand knowledge of the details contained in the report(s) and state that the findings of fact
are accurate to the extent researched, but reserve the right to correct any errors that may be discovered.
The report(s) are not inclusive and may require an update as new information unfolds.
By:
/s/John B Moran
INVESTIGATOR











17

DEFINITIONS
1. 8-K Filing:
A report of unscheduled material events or corporate changes at a company that could be of importance to the
shareholders or the Securities and Exchange Commission.
Examples of events reported on an 8-K include acquisition, bankruptcy, resignation of directors, or a change in the
fiscal year.
2. 10-K Filing
A comprehensive summary report of a company's performance that must be submitted annually to the Securities
and Exchange Commission. Typically, the 10-K contains much more detail than the annual report. It includes
information such as company history, organizational structure, equity, holdings, earnings per share, subsidiaries, etc.
3. Allonge:
A sheet of paper attached to a bill of exchange for the purpose of documenting indorsements. The need for an
Allonge arises as a result of a lack of space on the bill itself. Because a bill of exchange is transferable through
indorsement, it may be exchanged among so many parties that these parties don't all fit on the bill. In this case, a
separate piece of paper - the Allonge - is attached to the bill, acting as a legal extension of the document.
4. Amortization:
1. The paying off of debt in regular installments over a period of time.
2. The deduction of capital expenses over a specific period of time (usually over the assets life). More specifically,
this method measures the consumption of the value of intangible assets, such as a patent or a copyright.
Example: Suppose XYZ Biotech spent $30 million dollars on a piece of medical equipment and that the patent on
the equipment lasts 15 years, this would mean that $2 million would be recorded each year as an amortization
expense.

While amortization and depreciation are often used interchangeably, technically this is an incorrect practice because
amortization refers to intangible assets and depreciation refers to tangible assets.
5. Article 9:
An article under the Uniform Commercial Code (UCC) that governs secured transactions. Article 9 encompasses a
wide variety of possessory liens and determines the legal right of ownership if a debtor does not meet his or her
obligations.

In 2002, Article 9 was revised to substantially modernize and expand the scope of what can be used as collateral to
include credit card receivables, electronic chattel paper, accounts receivable and business inventory.
6. Asset-Backed Security:
A financial security backed by a loan, lease or receivables against assets other than real estate and mortgage-backed
securities. For investors, asset-backed securities are an alternative to investing in corporate debt.
7. Attorney In Fact:
A person who is authorized to perform business-related transactions on behalf of someone else (the principal). In
order to become someone's attorney in fact, a person must have the principal sign a power of attorney document.
This document designates the person as an agent, allowing him or her to perform actions on the principal's behalf.
The extent of the power of attorney document determines the amount of responsibility that the attorney in fact
possesses. Attorneys in fact operate under general power of attorneys, meaning that they are not restricted and can
represent their principals in any transaction. In the case of a special power of attorney, the attorney in fact has
restricted powers and can represent the principal in specific situations.
18
8. Bifurcation:
A term used in finance that refers to a splitting of something into two separate pieces.
9. CINS Number:
An acronym standing for the "CUSIP International Numbering System," which provides identification of
international securities. The CINS numbering system is an extension of the CUSIP numbering system and follows a
9-character format similar to CUSIP. CINS can therefore be used as a bridge to ISIN, as well as other national
security identification numbers.
10. Collateralized Debt Obligation:
An investment-grade security backed by a pool of bonds, loans and other assets. CDOs do not specialize in one
type of debt but are often non-mortgage loans or bonds.
11. Collateralized Mortgage Obligation:
A type of mortgage-backed security that creates separate pools of pass-through rates for different classes of
bondholders with varying maturities, called tranches. The repayments from the pool of pass-through securities are
used to retire the bonds in the order specified by the bonds' prospectus.
12. CUSIP:
An identification number assigned to all stocks and registered bonds. The Committee on Uniform Securities
Identification Procedures (CUSIP) oversees the entire CUSIP system.
This system is used in the U.S. and Canada. Foreign securities have a similar number called the CINS number
13. Depository Trust Company:
One of the world's largest securities depositories, it holds in excess of US$10 trillion worth of securities in custody.
The DTC acts like clearinghouse to settle trades in corporate and municipal securities. The DTC is owned by
companies in the financial industry, with the NYSE being one of its largest shareholders.
14. Indorsement:
A legal term that refers to the signing of a document allowing for the legal transfer of a negotiable instrument from
one party to another. The variant spelling Endorsement, is most commonly used in the business world, however
may be insufficient legally upon researching proper legal definitions.
15. Mortgage-Backed Security:
A type of asset-backed security that is secured by a mortgage or collection of mortgages. These securities must
also be grouped in one of the top two ratings as determined by an accredited credit rating agency, and usually pay
periodic payments that are similar to coupon payments. Furthermore, the mortgage must have originated from a
regulated and authorized financial institution. Also known as a "mortgage-related security" or a "mortgage pass
through".
16. Securities and Exchange Commission:
A government commission created by Congress to regulate the securities markets and protect investors. In addition
to regulation and protection, it also monitors the corporate takeovers in the U.S. The SEC is composed of five
commissioner appointed by the U.S. President and approved by the Senate. The statutes administered by the SEC
are designed to promote full public disclosure and to protect the investing public against fraudulent and
manipulative practices in the securities markets. Generally, most issues of securities offered in interstate commerce,
through the mail or on the internet must be registered with the SEC.
17. Securities Exchange Act Of 1934:
The Securities Exchange Act of 1934 was created to provide governance of securities transactions on the secondary
market (after issue) and regulate the exchanges and broker-dealers in order to protect the investing public.
19
All companies listed on stock exchanges must follow the requirements set forth in the Securities Exchange Act of
1934. Primary requirements include registration of any securities listed on stock exchanges, disclosure, proxy
solicitations and margin and audit requirements.
From this act the Securities Exchange Commission (SEC) was created. The SEC's responsibility is to enforce
securities laws.
18. Securitization:
The process through which an issuer creates a financial instrument by combining other financial assets and then
marketing different tiers of the repackaged Instruments to investors. The process can encompass any type of
financial asset and promotes liquidity in the marketplace.



















20

EXHIBITS TABLE OF CONTENTS


EXHIBIT A: Lis pendens for the 2006 case

EXHIBIT B: Snap shot of SEC filings

EXHIBIT C: EXHIBIT L extracted from the PSA proving the existence of the MORTGAGE LOAN
PURCHASE AGREEMENT.

EXHIBIT D: Note and allonge extracted from the complaint

EXHIBIT E: Allonge article from the NY Law Journal

EXHIBIT F: Affidavit of debt extracted from the complaint

EXHIBIT G: Repayment/Forbearance plan attached to the complaint

EXHIBIT H: Recorded loan Modification Agreement which should have been attached to the complaint

EXHIBITA

EXHIBITB

7/20/12 EDGAR Search Results

1/2 sec.gov/cgibin/browseedgar?action=getcompany&CIK=0001351047&owner=exclude&count=40&hid
Home|LatestFilings|PreviousPage
SearchtheNext
GenerationEDGARSystem
MailingAddress
1585BROADWAY
2NDFLOOR
NEWYORKNY10036
BusinessAddress
1585BROADWAY2ND
FL
NEWYORKNY10036
2127614000
EDGARSearchResults
SECHome SearchtheNextGenerationEDGARSystem CompanySearch CurrentPage
MorganStanleyABSCapitalI,Inc.IXISRealEstate
CapitalTrust2006HE1CIK#:0001351047(seeall
companyfilings)
SIC:6189ASSETBACKEDSECURITIES
Statelocation:NY|StateofInc.:DE|FiscalYearEnd:1231
(AssistantDirectorOffice:5)
FilterResults:
FilingType: Priorto:(YYYYMMDD)
Ownership?
include exclude only
LimitResultsPerPage
40 Entries
Search
Show All
Items117 RSSFeed
Filings Format Description FilingDate
File/Film
Number
10K Documents
Annualreport[Section13and15(d),notSKItem405]
Accno:000105117007000134(34Act)Size:119KB
200704
02
33311354332
07739036
1515D Documents
Suspensionofdutytoreport[Section13and15(d)]
Accno:000105117007000053(34Act)Size:4KB
200701
24
33311354332
07550457
10D Documents
AssetBackedIssuerDistributionReport[Section13or15(d)ofthe
SecuritiesExchangeActof1934]
Accno:000105117007000024(34Act)Size:43KB
200701
10
33311354332
07522907
10D Documents
AssetBackedIssuerDistributionReport[Section13or15(d)ofthe
SecuritiesExchangeActof1934]
Accno:000105117006000443(34Act)Size:44KB
200612
11
33311354332
061268141
10D Documents
AssetBackedIssuerDistributionReport[Section13or15(d)ofthe
SecuritiesExchangeActof1934]
Accno:000105117006000369(34Act)Size:43KB
200610
30
33311354332
061170649
10D Documents
AssetBackedIssuerDistributionReport[Section13or15(d)ofthe
SecuritiesExchangeActof1934]
Accno:000105117006000347(34Act)Size:45KB
200610
06
33311354332
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10D Documents
AssetBackedIssuerDistributionReport[Section13or15(d)ofthe
SecuritiesExchangeActof1934]
Accno:000105117006000310(34Act)Size:43KB
200609
07
33311354332
061078590
10D Documents
AssetBackedIssuerDistributionReport[Section13or15(d)ofthe
SecuritiesExchangeActof1934]
Accno:000105117006000254(34Act)Size:42KB
200607
28
33311354332
06987169
10D Documents
AssetBackedIssuerDistributionReport[Section13or15(d)ofthe
SecuritiesExchangeActof1934]
Accno:000105117006000244(34Act)Size:40KB
200607
10
33311354332
06953317
10D/A Documents
[Amend]AssetBackedIssuerDistributionReport[Section13or
15(d)oftheSecuritiesExchangeActof1934]
Accno:000105117006000222(34Act)Size:45KB
200606
12
33311354332
06898915
10D Documents
AssetBackedIssuerDistributionReport[Section13or15(d)ofthe
SecuritiesExchangeActof1934]
Accno:000105117006000208(34Act)Size:42KB
200606
05
33311354332
06886871
7/20/12 EDGAR Search Results
2/2 sec.gov/cgibin/browseedgar?action=getcompany&CIK=0001351047&owner=exclude&count=40&hid
Home|SearchtheNextGenerationEDGARSystem|PreviousPage Modified03/14/2012
10D Documents
AssetBackedIssuerDistributionReport[Section13or15(d)ofthe
SecuritiesExchangeActof1934]
Accno:000105117006000194(34Act)Size:43KB
200605
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SecuritiesExchangeActof1934]
Accno:000105117006000182(34Act)Size:41KB
200604
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33311354332
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8K Documents
Currentreport,items2.01and9.01
Accno:000095013606001775(34Act)Size:938KB
200603
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33311354332
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424B5 Documents
Prospectus[Rule424(b)(5)]
Accno:000095013606001372(33Act)Size:1MB
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Accno:000095013606000454(34Act)Size:723KB
200601
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http://www.sec.gov/cgibin/browseedgar

EXHIBITC

7/20/12 sec.gov/Archives/edgar/data/1351047/000095013606001775/file004.htm
172/186 sec.gov/Archives/edgar/data/1351047/000095013606001775/file004.htm
certifies that all amounts received in connection
therewith have been credited to the applicable Collection
Account as provided in the Pooling and Servicing
Agreement.)
__________ 2. Mortgage Loan Repurchase Pursuant to Subsection 2.03
of the Pooling and Servicing Agreement. (The undersigned
hereby certifies that the repurchase price has been
credited to the applicable Collection Account as provided
in the Pooling and Servicing Agreement.)
__________ 3. Mortgage Loan Liquidated By _________________. (The
undersigned hereby certifies that all proceeds of
foreclosure, insurance, condemnation or other liquidation
have been finally received and credited to the applicable
Collection Account pursuant to the Pooling and Servicing
Agreement.)
__________ 4. Mortgage Loan in Foreclosure.
__________ 5. Other (explain).
K-1
If box 1, 2 or 3 above is checked, and if all or part of the Custodial File was
previously released to us, please release to us our previous request and receipt
on file with you, as well as any additional documents in your possession
relating to the specified Mortgage Loan.
If box 4 or 5 above is checked, upon our return of all of the above documents to
you as the Custodian, please acknowledge your receipt by signing in the space
indicated below, and returning this form if requested.
[SERVICER]
By:
---------------------------------------
Name:
Title:
Date:
K-2
EXHIBIT L
FORM OF SUBSEQUENT TRANSFER AGREEMENT
IXIS REAL ESTATE CAPITAL TRUST 2006-HE1
Pursuant to separate Mortgage Loan Purchase Agreements, First NLC Financial
Services ("First NLC"), Chapel Mortgage Corporation ("Chapel"), Encore Credit
Corp. ("Encore"), Lenders Direct Capital Corp. ("Lenders Direct"), Master
Financial, Inc. ("Master Financial"), Town & Country Credit Corporation ("Town &
Country), Mandalay Mortgage, LLC ("Mandalay"), Rose Mortgage, Inc. ("Rose
Mortgage"), First Bank Mortgage, Inc. ("First Bank"), FlexPoint Funding
Corporation ("FlexPoint"), First Horizon Home Loan Corporation ("First
Horizon"), Fremont Investment & Loan ("Fremont"), Lime Financial Services, Ltd.
("Lime"), Homeowners Loan Corp. ("Homeowners"), Allstate Home Loans, Inc.
("Allstate"), NC Capital Corporation ("NC Capital"), Platinum Capital Group
("Platinum") (collectively, the "Originators") have agreed to sell to IXIS Real
Estate Capital Inc. (the "Unaffiliated Seller") certain mortgage loans (each, a
"Mortgage Loan"). These Mortgage Loans may in turn be sold by the Unaffiliated
Seller to Morgan Stanley ABS Capital I Inc. (the "Depositor") and then sold by
the Depositor to the IXIS Real Estate Capital Trust 2006-HE1 (the "Trust Fund").
The Trust Fund was established pursuant to a Pooling and Servicing Agreement
dated as of February 1, 2006 (the "Pooling and Servicing Agreement") among
Morgan Stanley ABS Capital I Inc., as depositor (the "Depositor"), Master
Financial, Inc., as a servicer ("Master Financial"), Saxon Mortgage Services
Inc., as a servicer ("Saxon" and together with Master Financial, the
"Servicers"), IXIS Real Estate Capital Inc., as unaffiliated seller (the
"Unaffiliated Seller"), Deutsche Bank National Trust Company, as trustee and
custodian (in each such capacity, respectively, the "Trustee" and the
"Custodian") and JPMorgan Chase Bank, National Association, as securities
administrator, master servicer and backup servicer (in each such capacity,
7/20/12 sec.gov/Archives/edgar/data/1351047/000095013606001775/file004.htm
173/186 sec.gov/Archives/edgar/data/1351047/000095013606001775/file004.htm
respectively, the "Securities Administrator", the "Master Servicer" and the
"Backup Servicer"). The Pooling and Servicing Agreement permits a Pre-Funding
feature, allowing for the acquisition by the Trust Fund of Subsequent Mortgage
Loans during the Pre-Funding Period. Representations and warranties with respect
to the Mortgage Loans have been made by the Originators pursuant to separate
Assignment and Recognition Agreements.
Capitalized terms used herein and not defined herein have their respective
meanings as set forth in the Pooling and Servicing Agreement.
Conveyance of Subsequent Mortgage Loans.
The Unaffiliated Seller does hereby irrevocably sell, transfer, assign, set over
and otherwise convey to the Depositor, without recourse (except as otherwise
explicitly provided for herein) all of its right, title and interest in and to
the Subsequent Mortgage Loans, exclusive of the obligations of the Unaffiliated
Seller or any other Person with respect to the Subsequent Mortgage Loans but
including specifically, without limitation, the Mortgages, the Custodial Files
and all other documents, materials and properties appurtenant thereto and the
Mortgage Notes, including all interest and principal collected by the
Unaffiliated Seller on or with respect to the Subsequent Mortgage Loans after
the related Subsequent Cut-off Date, together with all of its
L-1
right, title and interest in and to the proceeds received after such Subsequent
Cut-off Date of any related insurance policies on behalf of the Depositor.
The Depositor does hereby irrevocably sell, transfer, assign, set over and
otherwise convey to the Trust Fund, without recourse (except as otherwise
explicitly provided for herein) all of its right, title and interest in and to
the Subsequent Mortgage Loans, exclusive of the obligations of the Depositor or
any other Person with respect to the Subsequent Mortgage Loans but including
specifically, without limitation, the Mortgages, the Custodial Files and all
other documents, materials and properties appurtenant thereto and the Mortgage
Notes, including all interest and principal collected by the Depositor on or
with respect to the Subsequent Mortgage Loans after the related Subsequent
Cut-off Date, together with all of its right, title and interest in and to the
proceeds received after such Subsequent Cut-off Date of any related insurance
policies on behalf of the Trust Fund.
The expenses and costs relating to the delivery of the Subsequent Mortgage Loans
specified in this Subsequent Transfer Agreement and the Pooling and Servicing
Agreement shall be borne by the Unaffiliated Seller.
The Unaffiliated Seller hereby affirms the representation and warranty set forth
in Sections 3.01(f), 3.01(h), 3.01(n), 3.01(o), 3.01(p) and 3.03 of the
Unaffiliated Seller's Agreement with respect to the Subsequent Mortgage Loans as
of the date hereof. The Unaffiliated Seller hereby delivers notice and confirms
that each of the conditions set forth in Section 2.01(c) of the Pooling and
Servicing Agreement are satisfied as of the date hereof.
Master Financial and Saxon hereby affirm the representations and warranties set
forth in Schedules IIA and IIIA, respectively, to the Pooling and Servicing
Agreement with respect to the Subsequent Mortgage Loans as of the date hereof.
Additional terms of the sale are attached hereto as Attachment A.
To the extent permitted by applicable law, this Subsequent Transfer Agreement,
or a memorandum thereof if permitted under applicable law, is subject to
recordation in all appropriate public offices for real property records in all
counties or other comparable jurisdictions in which any or all of the properties
subject to the Mortgages are situated, and in any other appropriate public
recording office or elsewhere, such recordation to be effected by each Servicer
at the Unaffiliated Seller's expense, but only when accompanied by an opinion of
counsel to the effect that such recordation materially and beneficially affects
the interests of the Certificateholders or is necessary for the administration
or servicing of the Mortgage Loans.
This Agreement shall be construed in accordance with the laws of the State of
New York and the obligations, rights and remedies of the parties hereunder shall
be determined in accordance with such laws, without giving effect to the
principles of conflicts of laws.
This Agreement may be executed in one or more counterparts and by the different
parties hereto on separate counterparts, each of which, when so executed, shall
be deemed to be an original; such counterparts, together, shall constitute one
and the same Agreement.
7/20/12 sec.gov/Archives/edgar/data/1351047/000095013606001775/file004.htm
174/186 sec.gov/Archives/edgar/data/1351047/000095013606001775/file004.htm
L-2
All terms and conditions of the Pooling and Servicing Agreement are hereby
ratified, confirmed and incorporated herein; provided, that in the event of any
conflict the provisions of this Subsequent Transfer Agreement shall control over
the conflicting provisions of the Pooling and Servicing Agreement.
[Remainder of Page Intentionally Left Blank]
L-3
IXIS REAL ESTATE CAPITAL INC.,
as Unaffiliated Seller
By:
--------------------------------------
Name:
Title:
By:
--------------------------------------
Name:
Title:
MORGAN STANLEY ABS CAPITAL I INC.,
as Depositor
By:
--------------------------------------
Name:
Title:
MASTER FINANCIAL, INC.,
as a Servicer
By:
-------------------------------------
Name:
Title:
SAXON MORTGAGE SERVICES INC.,
as a Servicer
BY: [ ]
------------------------------------
By:
-------------------------------------
Name:
Title:
JPMORGAN CHASE BANK, National Association,
as Securities Administrator and
Master Servicer
By:
---------------------------------------
Name:
Title:
L-4
7/20/12 sec.gov/Archives/edgar/data/1351047/000095013606001775/file004.htm
175/186 sec.gov/Archives/edgar/data/1351047/000095013606001775/file004.htm
DEUTSCHE BANK NATIONAL TRUST COMPANY,
as Trustee
By:
--------------------------------------
Name:
Title:
L-5
EXHIBIT M
FORM OF CERTIFICATION TO BE
PROVIDED BY DEPOSITOR
Re: IXIS Real Estate Capital Trust 2006-HE1 Mortgage Pass-Through Certificates,
Series 2006-HE1, issued pursuant to the Pooling and Servicing Agreement
dated as of February 1, 2006 (the "Pooling and Servicing Agreement"), among
Morgan Stanley ABS Capital I Inc., as depositor (the "Depositor"), Master
Financial, Inc., as a servicer ("Master Financial"), Saxon Mortgage
Services Inc., as a servicer ("Saxon" and together with Master Financial,
the "Servicers"), IXIS Real Estate Capital Inc., as unaffiliated seller
(the "Unaffiliated Seller"), Deutsche Bank National Trust Company, as
trustee and custodian (in each such capacity, respectively, the "Trustee"
and the "Custodian") and JPMorgan Chase Bank, National Association, as
securities administrator, master servicer and backup servicer (in each such
capacity, respectively, the "Securities Administrator", the "Master
Servicer" and the "Backup Servicer").
I, [identify the certifying individual], certify that:
1. I have reviewed this annual report on Form 10-K ("Annual Report"), and
all reports on Form 10-D containing distribution or servicing reports
(collectively with this Annual Report, the "Reports") required to be
filed in the periods covered by this Annual Report of the Depositor
relating to the above-referenced trust and series of certificates;
2. Based on my knowledge, the 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
with respect to the period covered by this Annual Report;
3. Based on my knowledge, all of the distribution, servicing and other
information required to be provided on Form 10-D for the period
covered by this Annual Report is included in the Reports;
4. Based on my knowledge and the compliance statements required in this
Annual Report under Item 1123 of Regulation AB, and except as
disclosed in the Reports, each Servicer and the Master Servicer has
fulfilled its obligations under the Pooling and Servicing Agreement;
and
5. All of the reports on assessment of compliance with servicing criteria
for asset-backed securities and their related attestation reports on
assessment of compliance with servicing criteria required to be
included in this Annual Report in accordance with Item 1122 of
Regulation AB and Exchange Act Rules 13a-18 and 15d-18 have been
included as an exhibit to this Annual Report, except as otherwise
M-1
disclosed in this Annual Report. Any material instances of
non-compliance described in such reports have been disclosed in this
Annual Report.
M-2

EXHIBITD

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Case: 1:11-cv-06155 Document #: 1-4 Filed: 09/03/11 Page 5 of 6 PageID #:47

EXHIBITE

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rhysical 4ttachment
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Lawrenoe Safran Joshua Steln
MorJay, November 27, 2OO6
TRENDS IN REAI ESTATE AND TITIE INSURANCE TRENDS IN REAI ESTATE AND TITIE INSURANCE
W/cu cc cllcugcs cct t/c rcqvirccuts cf t/c Acv Ycrk Ucc
BY LAWRENCE SAFRAN
AND JOSHUA STElN
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2+
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NLW Yll LAW JLlNAL MNDAY, N\LMLLl 27, 2OO6
1lis article is reprirteJ witl permissior from tle
November 27, 2OO6 eJitior of tle NLW Yll LAW JLl-
NAL. 2OO6 ALM lroperties, lrc. All ri,lts reserveJ. lurtler
Juplicatior witlout permissior is prolibiteJ. lor irformatior,
cortact ALM leprirt Departmert at 8OO-888-83OO x6111 or
visit amreprints.com. =O7O-11-O6-OO++

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Case: 1:11-cv-06155 Document #: 1-3 Filed: 09/03/11 Page 17 of 31 PageID #:28


Case: 1:11-cv-06155 Document #: 1-3 Filed: 09/03/11 Page 18 of 31 PageID #:29

Case: 1:11-cv-06155 Document #: 1-4 Filed: 09/03/11 Page 6 of 6 PageID #:48

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