AMENDMENT NO. 1
Dated as of August 1, 2004
to
POOLING AND SERVICING
AGREEMENT
Dated as of August 1, 2004
among
MORTGAGE ASSET SECURITIZATION
TRANSACTIONS, INC.,
Depositor
UBS REAL ESTATE SECURITIES INC.,
Transferor
WELLS FARGO BANK, N.A.,
Master Servicer, Trust Administrator,
Custodian and Securities Intermediary
and
U.S. BANK NATIONAL
ASSOCIATION,
Trustee and Custodian
MASTR ASSET SECURITIZATION TRUST
2004-9
MORTGAGE PASS THROUGH CERTIFICATES,
Series 2004-9
THIS AMENDMENT NO. 1, dated as of August
1, 2004 (the “Amendment”), to the Pooling and Servicing
Agreement (the “Pooling and Servicing Agreement”),
dated as of August 1, 2004, among MORTGAGE ASSET SECURITIZATION
TRANSACTIONS, INC., a Delaware corporation, as depositor (the
“Depositor”), UBS REAL ESTATE SECURITIES INC., a
Delaware corporation, as transferor (the “Transferor”),
WELLS FARGO BANK, N.A., a national banking association
(“Wells Fargo”), as master servicer (in such capacity,
the “Master Servicer”), trust administrator (in such
capacity, the “Trust Administrator”), as a custodian
(in such capacity, a “Custodian”) and as securities
intermediary (in such capacity, the “Securities
Intermediary”), and U.S. BANK NATIONAL ASSOCIATION, a
national banking association (“U.S. Bank”), as trustee
(in such capacity, the “Trustee”), and a custodian (in
such capacity, a “Custodian”).
W I T N E S S
E T H
WHEREAS, the Depositor, the Transferor,
the Master Servicer, the Trust Administrator, the Securities
Intermediary, the Custodians and the Trustee entered into the
Pooling and Servicing Agreement;
WHEREAS, Section 11.01 of the Pooling and
Servicing Agreement permits amendments to the Pooling and Servicing
Agreement to correct any defective provision therein or to
supplement any provision therein which may be inconsistent with any
other provision therein or in the Prospectus Supplement;
NOW, THEREFORE, the parties hereto hereby
agree as follows:
ARTICLE I
Defined Terms .
For purposes of this Amendment, unless
the context clearly requires otherwise, all capitalized terms which
are used but not otherwise defined herein shall have the respective
meanings assigned to such terms in the Pooling and Servicing
Agreement.
ARTICLE II
Amendments to Preliminary
Statement .
The section entitled “Master
REMIC” and the related table and footnotes to such table in
the Preliminary Statement are hereby deleted and replaced in their
entirety with the following:
Master REMIC:
The following table sets forth
characteristics of the Certificates, together with the minimum
denominations and integral multiples in excess thereof in which
such Classes shall be issuable (except that one Certificate of each
Class of Certificates may be issued in a different
amount):
|
|
Initial
Class
Principal Balance
or
Notional
Amount
|
Initial
Pass-
Through
Rate
|
Minimum
Denomination
|
Integral
Multiples
in Excess
of
Minimum
|
|
Class 1-A-1
|
$32,000,000
|
4.750%
|
$25,000
|
$1
|
|
Class 2-A-1
|
$144,000,000
|
5.500%
|
$25,000
|
$1
|
|
Class 2-A-2
|
$19,130,000
|
5.500%
|
$25,000
|
$1
|
|
Class 2-A-3
|
$15,858,000
|
5.500%
|
$25,000
|
$1
|
|
Class 2-A-4
|
$19,888,000
|
5.500%
|
$25,000
|
$1
|
|
Class 3-A-1
|
$75,188,000
|
5.250%
|
$25,000
|
$1
|
|
Class 3-A-2
|
$20,000,000
|
5.250%
|
$25,000
|
$1
|
|
Class 3-A-3
|
$7,682,000
|
5.250%
|
$25,000
|
$1
|
|
Class 3-A-4
|
$10,779,508
|
5.250%
|
$25,000
|
$1
|
|
Class 3-A-5
|
$10,000,000
|
5.250%
|
$25,000
|
$1
|
|
Class 3-A-6
|
$12,000,000
|
5.250%
|
$25,000
|
$1
|
|
Class 3-A-7(1)
|
$2,264,000
|
5.250%
|
$25,000
|
$1
|
|
Class 4-A-1
|
$115,000,000
|
6.000%
|
$25,000
|
$1
|
|
Class 5-A-1
|
$40,785,000
|
5.250%
|
$25,000
|
$1
|
|
Class 6-A-1
|
$65,000,000
|
5.000%
|
$25,000
|
$1
|
|
Class 7-A-1
|
$50,450,000
|
(2)
|
$25,000
|
$1
|
|
Class 8-A-1
|
$14,108,000
|
(3)
|
$25,000
|
$1
|
|
Class 8-A-2
|
$74,996,000
|
(3)
|
$25,000
|
$1
|
|
Class PO
|
$6,138,696
|
(4)
|
$25,000
|
$1
|
|
Class 15-A-X
|
(5)
|
5.000%
|
$100,000
|
$1
|
|
Class 30-A-X
|
(6)
|
5.500%
|
$100,000
|
$1
|
|
Class A-LR
|
$50
|
4.750%
|
100%
|
N/A
|
|
Class A-UR
|
$50
|
4.750%
|
100%
|
N/A
|
|
Class 8-B-1
|
$634,000
|
(3)
|
$25,000
|
$1
|
|
Class 8-B-2
|
$181,000
|
(3)
|
$25,000
|
$1
|
|
Class 8-B-3
|
$180,000
|
(3)
|
$25,000
|
$1
|
|
Class 8-B-4
|
$181,000
|
(3)
|
$25,000
|
$1
|
|
Class 8-B-5
|
$136,000
|
(3)
|
$25,000
|
$1
|
|
Class 8-B-6
|
$45,781
|
(3)
|
$25,000
|
$1
|
|
Class 15-B-1
|
$966,000
|
(7)
|
$25,000
|
$1
|
|
Class 15-B-2
|
$386,000
|
(7)
|
$25,000
|
$1
|
|
Class 15-B-3
|
$290,000
|
(7)
|
$25,000
|
$1
|
|
Class 15-B-4
|
$193,000
|
(7)
|
$25,000
|
$1
|
|
Class 15-B-5
|
$194,000
|
(7)
|
$25,000
|
$1
|
|
Class 15-B-6
|
$96,783
|
(7)
|
$25,000
|
$1
|
|
Class 30-B-1
|
$6,069,000
|
(8)
|
$25,000
|
$1
|
|
Class 30-B-2
|
$1,969,000
|
(8)
|
$25,000
|
$1
|
|
Class 30-B-3
|
$1,148,000
|
(8)
|
$25,000
|
$1
|
|
Class 30-B-4
|
$656,000
|
(8)
|
$25,000
|
$1
|
|
Class 30-B-5
|
$820,163
|
(8)
|
$25,000
|
$1
|
|
Class 30-B-6
|
$492,799
|
(8)
|
$25,000
|
$1
|
|
Component
3-A-7-1
|
$760,000
|
5.250%
|
N/A
|
N/A
|
|
Component
3-A-7-2
|
$304,000
|
5.250%
|
N/A
|
N/A
|
|
Component
3-A-7-3
|
$1,200,000
|
5.250%
|
N/A
|
N/A
|
______________
(1)
The Class 3-A-7
Certificates will be deemed for purposes of the distribution of
interest and principal to consist of three Component
|
