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                                                                    Exhibit 10.2

                        MORTGAGE LOAN PURCHASE AGREEMENT

         THIS MORTGAGE LOAN PURCHASE AGREEMENT dated as of November 26, 2002 by
and between FIRST TENNESSEE BANK NATIONAL ASSOCIATION (the "Seller"), and FIRST
HORIZON ASSET SECURITIES INC., a Delaware corporation (the "Purchaser").

         WHEREAS, the Seller owns certain Mortgage Loans (as hereinafter
defined) which Mortgage Loans are more particularly listed and described in
Schedule A attached hereto and made a part hereof.

         WHEREAS, the Seller and the Purchaser wish to set forth the terms
pursuant to which the Mortgage Loans are to be sold by the Seller to the
Purchaser.

         NOW, THEREFORE, in consideration of the foregoing, other good and
valuable consideration, and the mutual terms and covenants contained herein, the
parties hereto agree as follows:

                                    ARTICLE I
                                   Definitions

         Agreement: This Mortgage Loan Purchase Agreement, as the same may be
amended, supplemented or otherwise modified from time to time in accordance with
the terms hereof.

         Closing Date: November 26, 2002.

         Cooperative Corporation: The entity that holds title (fee or an
acceptable leasehold estate) to the real property and improvements constituting
the Cooperative Property and which governs the Cooperative Property, which
Cooperative Corporation must qualify as a Cooperative Housing Corporation under
Section 216 of the Code.

         Coop Shares: Shares issued by a Cooperative Corporation.

         Cooperative Loan: Any Mortgage Loan secured by Coop Shares and a
Proprietary Lease.

         Cooperative Property: The real property and improvements owned by the
Cooperative Corporation, including the allocation of individual dwelling units
to the holders of the Coop Shares of the Cooperative Corporation.

         Cooperative Unit: A single family dwelling located in a Cooperative
Property.

         Custodian: LaSalle Bank National Association, a national banking
association, and its successors and assigns, as custodian under the Custodial
Agreement dated as of November 26, 2002 by and among The Bank of New York, as
trustee, First Horizon Home Loan Corporation, as master servicer, and the
Custodian.

         Cut-Off Date: November 1, 2002.

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         Delay Delivery Mortgage Loans: The Mortgage Loans for which all or a
portion of a related Mortgage File is not delivered to the Trustee or to the
Custodian on its behalf on the Closing Date. The number of Delay Delivery
Mortgage Loans shall not exceed 25% of the aggregate number of Mortgage Loans as
of the Closing Date.

         FHHLC: First Horizon Home Loan Corporation, a Kansas corporation, in
its capacity as the seller of the Mortgage Loans pursuant to MLPA I.

         MLPA I: The mortgage loan purchase agreement, dated as of November 26,
2002, between First Horizon Home Loan Corporation, as seller, and First
Tennessee Bank National Association, as purchaser, as related to the transfer,
sale and conveyance of the Mortgage Loans.

         Mortgage: The mortgage, deed of trust or other instrument creating a
first lien on the property securing a Mortgage Note.

         Mortgage File: The mortgage documents listed in Section 3.1 pertaining
to a particular Mortgage Loan and any additional documents required to be added
to the Mortgage File pursuant to this Agreement.

         Mortgage Loans: The mortgage loans transferred, sold and conveyed by
the Seller to the Purchaser, pursuant to this Agreement.

         Mortgage Note: The original executed note or other evidence of
indebtedness evidencing the indebtedness of a Mortgagor under a Mortgage Loan.

         Mortgaged Property: The underlying property securing a Mortgage Loan,
which, with respect to a Cooperative Loan, is the related Coop Shares and
Proprietary Lease.

         Mortgagor: The obligor(s) on a Mortgage Note.

         Proprietary Lease: With respect to any Cooperative Unit, a lease or
occupancy agreement between a Cooperative Corporation and a holder of related
Coop Shares.

         Purchase Price: $294,930,392.40.

         Purchaser: First Horizon Asset Securities Inc., a Delaware corporation,
in its capacity as purchaser of the Mortgage Loans pursuant to this Agreement.

         Recognition Agreement: With respect to any Cooperative Loan, an
agreement between the Cooperative Corporation and the originator of such
Mortgage Loan which establishes the rights of such originator in the Cooperative
Property.

         Security Agreement: The security agreement with respect to a
Cooperative Loan.

         Seller: First Tennessee Bank National Association, and its successors
and assigns, in its capacity as seller of the Mortgage Loans pursuant to this
Agreement.

                                       -2-

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         Trustee: The Bank of New York and its successors and, if a successor
trustee is appointed hereunder, such successor.

                                   ARTICLE II
                                Purchase and Sale

         Section 2.1 Purchase Price. In consideration for the payment to it of
the Purchase Price on the Closing Date, pursuant to written instructions
delivered by the Seller to the Purchaser on the Closing Date, the Seller does
hereby transfer, sell and convey to the Purchaser on the Closing Date, but with
effect from the Cut-off Date, without recourse, (i) all right, title and
interest of the Seller in the Mortgage Loans, excluding the servicing rights for
the Mortgage Loans and all property securing such Mortgage Loans, including all
interest and principal received or receivable by the Seller with respect to the
Mortgage Loans on or after the Cut-off Date and all interest and principal
payments on the Mortgage Loans received on or prior to the Cut-off Date in
respect of installments of interest and principal due thereafter, but not
including payments of principal and interest due and payable on the Mortgage
Loans on or before the Cut-off Date, (ii) all of the Seller's rights as
Purchaser under MLPA I including, without limitation, the rights of the Seller
to require FHHLC to cure breaches of representations and warranties with respect
to the Mortgage Loans as provided thereunder, and (iii) all proceeds from the
foregoing. Items (i) through (iii) in the preceding sentence are herein referred
to collectively as "Mortgage Assets."

         Section 2.2 Timing. The sale of the Mortgage Assets hereunder shall
take place on the Closing Date.

                                  ARTICLE III
                            Conveyance and Delivery

         Section 3.1 Delivery of Mortgage Files. In connection with the transfer
and assignment set forth in Section 2.1 above, the Seller has delivered or
caused to be delivered to the Trustee or to the Custodian on its behalf (or, in
the case of the Delay Delivery Mortgage Loans, will deliver or cause to be
delivered to the Trustee or to the Custodian on its behalf within thirty (30)
days following the Closing Date) the following documents or instruments with
respect to each Mortgage Loan so assigned (collectively, the "Mortgage Files"):

         (a)         (1) the original Mortgage Note endorsed by manual or
               facsimile signature in blank in the following form: "Pay to the
               order of ________________, without recourse," with all
               intervening endorsements showing a complete chain of endorsement
               from the originator to the Person endorsing the Mortgage Note
               (each such endorsement being sufficient to transfer all right,
               title and interest of the party so endorsing, as noteholder or
               assignee thereof, in and to that Mortgage Note); or

                     (2) with respect to any Lost Mortgage Note, a lost note
               affidavit from the Seller stating that the original Mortgage Note
               was lost or destroyed, together with a copy of such Mortgage
               Note;

                                       -3-

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         (b)   except as provided below, the original recorded Mortgage or a
               copy of such Mortgage certified by the Seller as being a true and
               complete copy of the Mortgage;

         (c)   a duly executed assignment of the Mortgage in blank (which may be
               included in a blanket assignment or assignments), together with,
               except as provided below, all interim recorded assignments of
               such mortgage (each such assignment, when duly and validly
               completed, to be in recordable form and sufficient to effect the
               assignment of and transfer to the assignee thereof, under the
               Mortgage to which the assignment relates); provided that, if the
               related Mortgage has not been returned from the applicable public
               recording office, such assignment of the Mortgage may exclude the
               information to be provided by the recording office;

         (d)   the original or copies of each assumption, modification, written
               assurance or substitution agreement, if any;

         (e)   either the original or duplicate original title policy (including
               all riders thereto) with respect to the related Mortgaged
               Property, if available, provided that the title policy (including
               all riders thereto) will be delivered as soon as it becomes
               available, and if the title policy is not available, and to the
               extent required pursuant to the second paragraph below or
               otherwise in connection with the rating of the Certificates, a
               written commitment or interim binder or preliminary report of the
               title issued by the title insurance or escrow company with
               respect to the Mortgaged Property, and

         (f)   in the case of a Cooperative Loan, the originals of the following
               documents or instruments:

                    (1) The Coop Shares, together with a stock power in blank;

                    (2) The executed Security Agreement;

                    (3) The executed Proprietary Lease;

                    (4) The executed Recognition Agreement;

                    (5) The executed UCC-1 financing statement with evidence of
               recording thereon which have been filed in all places required to
               perfect the Seller's interest in the Coop Shares and the
               Proprietary Lease; and

                    (6) Executed UCC-3 financing statements or other appropriate
               UCC financing statements required by state law, evidencing a
               complete and unbroken line from the mortgagee to the Trustee with
               evidence of recording thereon (or in a form suitable for
               recordation).

                                       -4-

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                                   ARTICLE IV
                         Representations and Warranties

         Section 4.1 Representations and Warranties of the Seller.

               (a)   The Seller hereby represents and warrants to the Purchaser,
         as of the date of execution and delivery hereof, that:

                     (1) The Seller is duly organized as a national banking
               association and is validly existing under the laws of the United
               States of America.

                     (2) The Seller has the requisite power and authority to
               sell each Mortgage Loan, and to execute, deliver and perform, and
               to enter into and consummate the transactions contemplated by
               this Agreement and has duly authorized by all necessary action on
               the part of the Seller the execution, delivery and performance of
               this Agreement; and this Agreement, assuming the due
               authorization, execution and delivery thereof by the other
               parties thereto, constitutes a legal, valid and binding
               obligation of the Seller, enforceable against the Seller in
               accordance with its terms, except that (a) the enforceability
               thereof may be limited by bankruptcy, insolvency, moratorium,
               receivership and other similar laws relating to creditors' rights
               generally or of creditors of depository institutions, the
               accounts of which are insured by the FDIC, and (b) the remedy of
               specific performance and injunctive and other forms of equitable
               relief may be subject to equitable defenses and to the discretion
               of the court before which any proceeding therefor may be brought.

                     (3) The execution and delivery of this Agreement by the
               Seller, the sale of the Mortgage Loans by the Seller under this
               Agreement, the consummation of any other of the transactions
               contemplated by this Agreement, and the fulfillment of or
               compliance with the terms thereof are in the ordinary course of
               business of the Seller and will not (a) result in a material
               breach of any term or provision of the charter or by-laws of the
               Seller or (b) materially conflict with, result in a material
               breach, violation or acceleration of, or result in a material
               default under, the terms of any other material agreement or
               instrument to which the Seller is a party or by which it may be
               bound, or (c) constitute a material violation of any statute,
               order or regulation applicable to the Seller of any court,
               regulatory body, administrative agency or governmental body
               having jurisdiction over the Seller; and the Seller is not in
               breach or violation of any material indenture or other material
               agreement or instrument, or in violation of any statute, order or
               regulation of any court, regulatory body, administrative agency
               or governmental body having jurisdiction over it which breach or
               violation may materially impair the Seller's ability to perform
               or meet any of its obligations under this Agreement.

                     (4) No litigation is pending or, to the best of the
               Seller's knowledge, threatened against the Seller that would
               prohibit the execution or delivery of, or performance under, this
               Agreement by the Seller.

                                       -5-

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               (b)   The Seller hereby assigns, transfers and conveys to the
         Purchaser all of its rights with respect to the Mortgage Loans
         including, without limitation, the representations and warranties of
         FHHLC made pursuant to MLPA I, together with all rights of the Seller
         to require FHHLC to cure any breach thereof or to repurchase or
         substitute for any affected Mortgage Loan in accordance with MLPA I.

         It is understood and agreed that the obligation under MLPA I of FHHLC
to cure, repurchase or replace any Mortgage Loan as to which a breach has
occurred and is continuing shall constitute the sole remedy against FHHLC
respecting such breach available to the Purchaser on its behalf.

         It is understood and agreed that the representations and warranties set
forth in this Section 4.1 shall survive the sale of the Mortgage Loans to the
Purchaser hereunder.

                                    ARTICLE V
                                  Miscellaneous

         Section 5.1 Transfer Intended as Sale. It is the express intent of the
parties hereto that the conveyance of the Mortgage Loans by the Seller to the
Purchaser be, and be construed as, absolute sales thereof. It is, further, not
the intention of the parties that such conveyances be deemed a pledge thereof by
the Seller to the Purchaser. However, in the event that, notwithstanding the
intent of the parties, the Mortgage Loans are held to be the property of the
Seller or the Purchaser, respectively, or if for any other reason this Agreement
is held or deemed to create a security interest in such assets, then (i) this
Agreement shall be deemed to be a security agreement within the meaning of the
Uniform Commercial Code of the State of Texas and (ii) the conveyance of the
Mortgage Loans provided for in this Agreement shall be deemed to be an
assignment and a grant by the Seller to the Purchaser of a security interest in
all of the Mortgage Loans, whether now owned or hereafter acquired.

         The Seller and the Purchaser shall, to the extent consistent with this
Agreement, take such actions as may be necessary to ensure that, if this
Agreement were deemed to create a security interest in the Mortgage Loans, such
security interest would be deemed to be a perfected security interest of first
priority under applicable law and will be maintained as such throughout the term
of the Agreement. The Seller and the Purchaser shall arrange for filing any
Uniform Commercial Code continuation statements in connection with any security
interest granted hereby.

         Section 5.2 Seller's Consent to Assignment. The Seller hereby
acknowledges the Purchaser's right to assign, transfer and convey all of the
Purchaser's rights under this Agreement to a third party and that the
representations and warranties made by FHHLC to the Seller pursuant to MLPA I
will, in the case of such assignment, transfer and conveyance, be for the
benefit of such third party. The Seller hereby consents to such assignment,
transfer and conveyance.

         Section 5.3 Specific Performance. Either party may enforce specific
performance of this Agreement.

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         Section 5.4 Notices. All notices, demands and requests that may be
given or that are required to be given hereunder shall be sent by United States
certified mail, postage prepaid, return receipt requested, to the parties at
their respective addresses as follows:

                     If to the Purchaser:  4000 Horizon Way
                                           Irving, Texas 75063
                                           Attn: Larry P. Cole

                     If to the Seller:     165 Madison Avenue
                                           Memphis, Tennessee 38103
                                           Attn: Clyde A. Billings, Jr.

         Section 5.5 Choice of Law. This Agreement shall be construed in
accordance with and governed by the substantive laws of the State of Texas
applicable to agreements made and to be performed in the State of Texas and the
obligations, rights and remedies of the parties hereto shall be determined in
accordance with such laws.

         Section 5.6 Acknowledgment of FHHLC. FHHLC hereby acknowledges the
provisions of this Agreement, including the duties of FHHLC created hereunder
and the assignment of the representations and warranties made by FHHLC to the
Seller pursuant to MLPA I. The representations and warranties of FHHLC contained
in MLPA I shall not be construed as a warranty or guaranty by FHHLC as to the
future payments by any Mortgagor.

                  [remainder of page intentionally left blank]

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         IN WITNESS WHEREOF, the Purchaser and the Seller have caused their
names to be signed hereto by their respective officers thereunto duly authorized
as of the 26th day of November, 2002.

                                          FIRST TENNESSEE BANK NATIONAL
                                          ASSOCIATION, as Seller

                                          By: _______________________________
                                                Wade Walker
                                                Senior Vice President

                                          FIRST HORIZON ASSET SECURITIES INC.,
                                          as Purchaser
                                          By: _______________________________

                                                Wade Walker
                                                Senior Vice President - Asset
                                                Securitization

The foregoing agreement is hereby
acknowledged and accepted as of the
date first above written.

FIRST HORIZON HOME LOAN CORPORATION,
in its capacity as the seller pursuant to MLPA I



By: ___________________________________
      Wade Walker
      Senior Vice President - Asset Securitization






















Mortgage Loan Purchase Agreement II - 2002-AR2, Signature Page


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                                   SCHEDULE A

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