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, 2004
                                      -----------------

                                       or

         [  ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934

         For the transition period from               to
                                        -------------    -------------

                      Commission file number: 333-109248-34
                                              -------------


              CWMBS, Inc., CHL Mortgage Pass-Through Trust 2004-22,
               Mortgage Pass-Through Certificates, Series 2004-22
               --------------------------------------------------
             (Exact name of Registrant as specified in its charter)


         Delaware                                     95-4449516
--------------------------------           ------------------------------------
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
incorporation or organization)

c/o    Countrywide Home Loans Servicing LP
       4500 Park Granada
       Calabasas, California                               91302
------------------------------------------- -----------------------------------
(Address of principal executive offices)                (Zip Code)

Registrant's telephone number, including area code:   (818) 225-3000
                                                      --------------

Securities registered pursuant to Section 12(b) of the Act:  None
                                                             ----

Securities registered pursuant to Section 12(g) of the Act:  None
                                                             ----



<PAGE>


     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. [X] Yes [ ] No

     Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K (ss.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. [X]

     Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act). [ ] Yes [X] No

     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
                --------------



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<PAGE>


                      DOCUMENTS INCORPORATED BY REFERENCE

                                     None.

                                *      *      *


         This Annual Report on Form 10-K (the "Report") is filed with respect to
the trust fund entitled CHL Mortgage Pass-Through Trust 2004-22 (the "Trust
Fund") formed pursuant to the pooling and servicing agreement dated as of
September 1, 2004 (the "Pooling and Servicing Agreement") among CWMBS, Inc., as
depositor (the "Company"), Countrywide Home Loans, Inc., as a seller (a
"Seller"), Park Granada LLC, as a seller (a "Seller"), Countrywide Home Loans
Servicing LP, as master servicer (the "Master Servicer"), and The Bank of New
York, as trustee (the "Trustee"), for the issuance of CWMBS, Inc., Mortgage
Pass-Through Certificates, Series 2004-22 (the "Certificates"). Certain
information otherwise required to be included in this Report by the Instructions
to Form 10-K has been omitted in reliance on the relief granted to the Company
in CWMBS, Inc. (February 3, 1994) (the "Relief Letter").





                                      3
<PAGE>


                                    PART I


Item 1.           Business.

                  Not applicable.  See the Relief Letter.

Item 2.           Properties.

                  Not applicable.  See the Relief Letter.

Item 3.           Legal Proceedings.

                  There were no material pending legal proceedings relating to
                  the Trust Fund to which any of the Trust Fund, the Trustee,
                  the Master Servicer or the Company was a party or of which any
                  of their respective properties was the subject during the
                  fiscal year covered by this Report other than ordinary routine
                  litigation incidental to the duties of the Trust Fund, the
                  Trustee, the Master Servicer or the Company, nor is the
                  Company aware of any such proceedings contemplated by
                  governmental authorities.

Item 4.           Submission of Matters to a Vote of Security Holders.

                  No matter was submitted to a vote of Certificateholders, and
                  no Certificateholder consent was solicited during the fiscal
                  year covered by this Report.




                                      4
<PAGE>


                                    PART II


Item 5.           Market for Registrant's Common Equity, Related Stockholder
                  Matters and Issuer Purchases of Equity Securities.

                  (a)    Item 201 of Regulation S-K:

                     i.  Market Information. There is no established public
                         trading market for the Certificates.

                    ii.  Holders.  As of December 31, 2004 there were less than
                         300 holders of record of the Certificates.

                   iii.  Dividends. Not applicable. See the Relief Letter.
                         (Information as to distributions to Certificateholders
                         is provided in the Registrant's monthly filings on
                         Form 8-K.)

                    iv.  Securities Authorized for Issuance Under Equity
                         Compensation Plans. Not applicable.

                       Item 701 of Regulation S-K.  Not applicable.

                  (b)    Rule 463 of the Securities Act of 1933. Not
                         applicable.

                  (c)    Item 703 of Regulation S-K. Not applicable as the
                         Registrant has no class of equity securities
                         registered pursuant to section 12 of the Securities
                         Exchange Act of 1934.

Item 6.           Selected Financial Data.

                  Not applicable.  See the Relief Letter.

Item 7.           Management's Discussion and Analysis of Financial Condition
                  and Results of Operation.

                  Not applicable.  See the Relief Letter.

Item 7A           Quantitative and Qualitative Disclosures about Market Risk.

                  Not applicable.

Item 8.           Financial Statements and Supplementary Data.

                  Not applicable.  See the Relief Letter.

                                      5
<PAGE>

Item 9.           Changes in and Disagreements With Accountants on Accounting
                  and Financial Disclosure.

                  None.

Item 9A.          Controls and Procedures.

                  Not applicable. The Registrant is an Asset-Backed Issuer (as
                  defined in Exchange Act Rule 15d-14(g)) and is therefore not
                  required to disclose information under Item 307 of Regulation
                  S-K. See Item 307 of Regulation S-K and Exchange Act Rule
                  15d-15(a). The Registrant is an Asset-Backed Issuer (as
                  defined in Exchange Act Rule 15d-14(g)) and is therefore not
                  required to disclose information under Item 308 of Regulation
                  S-K. See Instruction 2 to Item 308 of Regulation S-K and
                  Exchange Act Rule 15d-15(a).


Item 9B.          Other Information.

                  None.



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<PAGE>


                                   PART III


Item 10.          Directors and Executive Officers of the Registrant.

                  Not applicable.  See the Relief Letter.

Item 11.          Executive Compensation.

                  Not applicable.  See the Relief Letter.

Item 12.          Security Ownership of Certain Beneficial Owners and
                  Management.

                  Information required by Item 201(d) of Regulation S-K: Not
                  applicable.

                  Information required by Item 403 of Regulation S-K:

                  (a)    Not applicable. See the Relief Letter.

                  (b)    Not applicable. See the Relief Letter.

                  (c)    Not applicable. See the Relief Letter.

Item 13.          Certain Relationships and Related Transactions.

                  Not applicable.  See the Relief Letter.

Item 14.          Principal Accounting Fees and Services.

                  Not applicable. The Registrant is an Asset-Backed Issuer (as
                  defined in Exchange Act Rule 15d-14(g)) and is therefore not
                  required to disclose this information. See Instructions to
                  Item 14.


                                      7
<PAGE>


                                    PART IV


Item 15.          Exhibits and Financial Statement Schedules.

                  (a)    (1)   Pursuant to the Pooling and Servicing Agreement,
                               the Master Servicer is required (i) to deliver
                               an annual statement as to compliance with the
                               provisions of the Pooling and Servicing
                               Agreement and certain other matters (the
                               "Annual Statement of the Master Servicer") and
                               (ii) to cause a firm of independent public
                               accountants to deliver an annual report as to
                               compliance with the servicing provisions of the
                               Pooling and Servicing Agreement (the "Annual
                               Report of the Firm of Accountants"). The Annual
                               Statement of the Master Servicer is attached as
                               Exhibit 99.1 to this Report. The Annual Report
                               of the Firm of Accountants is attached as
                               Exhibit 99.2 to this Report. See Relief Letter.

                         (2)   Not applicable.

                         (3)   The required exhibits are as follows:

                               o    Exhibit 3(i): Copy of Company's Certificate
                                    of Incorporation (Filed as an Exhibit to
                                    Registration Statement on Form S-3 (File
                                    No. 33-63714)).

                               o    Exhibit 3(ii): Copy of Company's By-laws
                                    (Filed as an Exhibit to Registration
                                    Statement on Form S-3 (File No. 33-63714)).

                               o    Exhibit 4: Pooling and Servicing Agreement
                                    (Filed as part of the Registrant's Current
                                    Report on Form 8-K filed on December 10,
                                    2004).

                               o    Exhibit 31:  Rule 15d-14(a) Certification.

                               o    Exhibit 99.1:  Annual Statement of the
                                    Master Servicer.

                               o    Exhibit 99.2:  Annual Report of the Firm
                                    of Accountants.

                  (b)    See subparagraph (a)(3) above.

                  (c)    Not applicable. See the Relief Letter.




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<PAGE>


                                  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.

                                       CWMBS, INC.,
                                       CHL MORTGAGE PASS-THROUGH TRUST 2004-22,
                                       MORTGAGE PASS-THROUGH CERTIFICATES,
                                       SERIES 2004-22

                                       By:  Countrywide Home Loans Servicing LP,
                                            as Master Servicer*

                                       By:  Countrywide GP, Inc.


                                       By:  /s/ Joseph M. Candelario
                                            -------------------------------
                                            Name:  Joseph M. Candelario
                                            Title:  First Vice President

                                       Date:  March 28, 2005









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*    This Report is being filed by the Master Servicer on behalf of the Trust
     Fund.  The Trust Fund does not have any officers or directors.




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<PAGE>



         SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO
SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES
PURSUANT TO SECTION 12 OF THE ACT.

         No such annual report, proxy statement, form of proxy or other
soliciting material has been, or will be, sent to Certificateholders. See the
Relief Letter.




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<PAGE>


                                 EXHIBIT INDEX



Exhibit              Document
-------              --------


3(i)              Company's Certificate of Incorporation (Filed as an Exhibit
                  to Registration Statement on Form S-3 (File No. 33-63714))*

3(ii)             Company's By-laws (Filed as an Exhibit to Registration
                  Statement on Form S-3 (File No. 33-63714))*

4                 Pooling and Servicing Agreement (Filed as part of the
                  Company's Current Report on Form 8-K filed on December 10,
                  2004)*

31                Rule 15d-14(a) Certification

99.1              Annual Statement of the Master Servicer

99.2              Annual Report of the Firm of Accountants












----------------------

*      Incorporated herein by reference.




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