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                                                                    Exhibit 10.1


[THE BOND MARKET ASSOCIATION LOGO]

         MASTER REPURCHASE AGREEMENT
         -----------------------------------------------------------------------
         September 1996 Version


         Dated as of   May 29, 2001

         Between:      Credit Suisse First Boston Mortgage Capital LLC ("Buyer")

         and           Origen Special Holdings Corporation ("Seller")


         1.  APPLICABILITY

             From time to time the parties hereto may enter into transactions in
             which one party ("Seller") agrees to transfer to the other
             ("Buyer") securities or other assets ("Securities") against the
             transfer of funds by Buyer, with a simultaneous agreement by Buyer
             to transfer to Seller such Securities at a date certain or on
             demand, against the transfer of funds by Seller. Each such
             transaction shall be referred to herein as a "Transaction" and,
             unless otherwise agreed in writing, shall be governed by this
             Agreement, including any supplemental terms or conditions contained
             in Annex I hereto and in any other annexes identified herein or
             therein as applicable hereunder.

         2.  DEFINITIONS

              (a) "Act of Insolvency", with respect to any party, (i) the
                  commencement by such party as debtor of any case or proceeding
                  under any bankruptcy, insolvency, reorganization, liquidation,
                  moratorium, dissolution, delinquency or similar law, or such
                  party seeking the appointment or election of a receiver,
                  conservator, trustee, custodian or similar official for such
                  party or any substantial part of its property, or the
                  convening of any meeting of creditors for purposes of
                  commencing any such case or proceeding or seeking such an
                  appointment or election, (ii) the commencement of any such
                  case or proceeding against such party, or another seeking such
                  an appointment or election, or the filing against a party of
                  an application for a protective decree under the provisions of
                  the Securities Investor Protection Act of 1970, which (A) is
                  consented to or not timely contested by such party, (B)
                  results in the entry of an order for relief, such an
                  appointment or election, the issuance of such a protective
                  decree or the entry of an order having a similar effect, or
                  (C) is not dismissed within 15 days, (iii) the making by such
                  party of a general assignment for the benefit of creditors, or
                  (iv) the admission in writing by such party of such party's
                  inability to pay such party's debts as they become due;

              (b) "Additional Purchased Securities", Securities provided by
                  Seller to Buyer pursuant to Paragraph 4(a) hereof;
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              (c) "Buyer's Margin Amount", with respect to any Transaction as of
                  any date, the amount obtained by application of the Buyer's
                  Margin Percentage to the Repurchase Price for such Transaction
                  as of such date;

              (d) "Buyer's Margin Percentage", with respect to any Transaction
                  as of any date, a percentage (which may be equal to the
                  Seller's Margin Percentage) agreed to by Buyer and Seller or,
                  in the absence of any such agreement, the percentage obtained
                  by dividing the Market Value of the Purchased Securities on
                  the Purchase Date by the Purchase Price on the Purchase Date
                  for such Transaction;

              (e) "Confirmation", the meaning specified in Paragraph 3(b)
                  hereof;

              (f) "Income", with respect to any Security at any time, any
                  principal thereof and all interest, dividends or other
                  distributions thereon;

              (g) "Margin Deficit", the meaning specified in Paragraph 4(a)
                  hereof;

              (h) "Margin Excess", the meaning specified in Paragraph 4(b)
                  hereof;

              (i) "Margin Notice Deadline", the time agreed to by the parties in
                  the relevant Confirmation, Annex I hereto or otherwise as the
                  deadline for giving notice requiring same-day satisfaction of
                  margin maintenance obligations as provided in Paragraph 4
                  hereof (or, in the absence of any such agreement, the deadline
                  for such purposes established in accordance with market
                  practice);

              (j) "Market Value", with respect to any Securities as of any date,
                  the price for such Securities on such date obtained from a
                  generally recognized source agreed to by the parties or the
                  most recent closing bid quotation from such a source, plus
                  accrued Income to the extent not included therein (other than
                  any Income credited or transferred to, or applied to the
                  obligations of, Seller pursuant to Paragraph 5 hereof) as of
                  such date (unless contrary to market practice for such
                  Securities);

              (k) "Price Differential", with respect to any Transaction as of
                  any date, the aggregate amount obtained by daily application
                  of the Pricing Rate for such Transaction to the Purchase Price
                  for such Transaction on a 360 day per year basis for the
                  actual number of days during the period commencing on (and
                  including) the Purchase Date for such Transaction and ending
                  on (but excluding) the date of determination (reduced by any
                  amount of such Price Differential previously paid by Seller to
                  Buyer with respect to such Transaction);

              (l) "Pricing Rate", the per annum percentage rate for
                  determination of the Price Differential;

              (m) "Prime Rate", the prime rate of U.S. commercial banks as
                  published in The Wall Street Journal (or, if more than one
                  such rate is published, the average of such rates);

              (n) "Purchase Date", the date on which Purchased Securities are to
                  be transferred by Seller to Buyer;


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              (o) "Purchase Price", (i) on the Purchase Date, the price at which
                  Purchased Securities are transferred by Seller to Buyer, and
                  (ii) thereafter, except where Buyer and Seller agree
                  otherwise, such price increased by the amount of any cash
                  transferred by Buyer to Seller pursuant to Paragraph 4(b)
                  hereof and decreased by the amount of any cash transferred by
                  Seller to Buyer pursuant to Paragraph 4(a) hereof or applied
                  to reduce Seller's obligations under clause (ii) of Paragraph
                  5 hereof;

              (p) "Purchased Securities", the Securities transferred by Seller
                  to Buyer in a Transaction hereunder, and any Securities
                  substituted therefor in accordance with Paragraph 9 hereof.
                  The term "Purchased Securities" with respect to any
                  Transaction at any time also shall include Additional
                  Purchased Securities delivered pursuant to Paragraph 4(a)
                  hereof and shall exclude Securities returned pursuant to
                  Paragraph 4(b) hereof;

              (q) "Repurchase Date", the date on which Seller is to repurchase
                  the Purchased Securities from Buyer, including any date
                  determined by application of the provisions of Paragraph 3(c)
                  or 11 hereof;

              (r) "Repurchase Price", the price at which Purchased Securities
                  are to be transferred from Buyer to Seller upon termination of
                  a Transaction, which will be determined in each case
                  (including Transactions terminable upon demand) as the sum of
                  the Purchase Price and the Price Differential as of the date
                  of such determination;

              (s) "Seller's Margin Amount", with respect to any Transaction as
                  of any date, the amount obtained by application of the
                  Seller's Margin Percentage to the Repurchase Price for such
                  Transaction as of such date;

              (t) "Seller's Margin Percentage", with respect to any Transaction
                  as of any date, a percentage (which may be equal to the
                  Buyer's Margin Percentage) agreed to by Buyer and Seller or,
                  in the absence of any such agreement, the percentage obtained
                  by dividing the Market Value of the Purchased Securities on
                  the Purchase Date by the Purchase Price on the Purchase Date
                  for such Transaction.

         3.   INITIATION; CONFIRMATION; TERMINATION

              (a) An agreement to enter into a Transaction may be made orally or
                  in writing at the initiation of either Buyer or Seller. On the
                  Purchase Date for the Transaction, the Purchased Securities
                  shall be transferred to Buyer or its agent against the
                  transfer of the Purchase Price to an account of Seller.

              (b) Upon agreeing to enter into a Transaction hereunder, Buyer or
                  Seller (or both), as shall be agreed, shall promptly deliver
                  to the other party a written confirmation of each Transaction
                  (a "Confirmation"). The Confirmation shall describe the
                  Purchased Securities (including CUSIP number, if any),
                  identify Buyer and Seller and set forth (i) the Purchase Date,
                  (ii) the Purchase Price, (iii) the Repurchase Date, unless the
                  Transaction is to be terminable on demand, (iv) the Pricing
                  Rate or Repurchase Price applicable to the Transaction, and
                  (v) any additional terms or conditions of the Transaction not
                  inconsistent with this Agreement. The Confirmation, together
                  with this Agreement, shall constitute conclusive evidence of
                  the terms agreed between Buyer and Seller with respect to the
                  Transaction to which the Confirmation relates, unless with


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                  respect to the Confirmation specific objection is made
                  promptly after receipt thereof. In the event of any conflict
                  between the terms of such Confirmation and this Agreement,
                  this Agreement shall prevail.

              (c) In the case of Transactions terminable upon demand, such
                  demand shall be made by Buyer or Seller, no later than such
                  time as is customary in accordance with market practice, by
                  telephone or otherwise on or prior to the business day on
                  which such termination will be effective. On the date
                  specified in such demand, or on the date fixed for termination
                  in the case of Transactions having a fixed term, termination
                  of the Transaction will be effected by transfer to Seller or
                  its agent of the Purchased Securities and any Income in
                  respect thereof received by Buyer (and not previously credited
                  or transferred to, or applied to the obligations of, Seller
                  pursuant to Paragraph 5 hereof) against the transfer of the
                  Repurchase Price to an account of Buyer.

         4.   MARGIN MAINTENANCE

              (a) If at any time the aggregate Market Value of all Purchased
                  Securities subject to all Transactions in which a particular
                  party hereto is acting as Buyer is less than the aggregate
                  Buyer's Margin Amount for all such Transactions (a "Margin
                  Deficit"), then Buyer may by notice to Seller require Seller
                  in such Transactions, at Seller's option, to transfer to Buyer
                  cash or additional Securities reasonably acceptable to Buyer
                  ("Additional Purchased Securities"), so that the cash and
                  aggregate Market Value of the Purchased Securities, including
                  any such Additional Purchased Securities, will thereupon equal
                  or exceed such aggregate Buyer's Margin Amount (decreased by
                  the amount of any Margin Deficit as of such date arising from
                  any Transactions in which such Buyer is acting as Seller).

              (b) If at any time the aggregate Market Value of all Purchased
                  Securities subject to all Transactions in which a particular
                  party hereto is acting as Seller exceeds the aggregate
                  Seller's Margin Amount for all such Transactions at such time
                  (a "Margin Excess"), then Seller may by notice to Buyer
                  require Buyer in such Transactions, at Buyer's option, to
                  transfer cash or Purchased Securities to Seller, so that the
                  aggregate Market Value of the Purchased Securities, after
                  deduction of any such cash or any Purchased Securities so
                  transferred, will thereupon not exceed such aggregate Seller's
                  Margin Amount (increased by the amount of any Margin Excess as
                  of such date arising from any Transactions in which such
                  Seller is acting as Buyer).

              (c) If any notice is given by Buyer or Seller under subparagraph
                  (a) or (b) of this Paragraph at or before the Margin Notice
                  Deadline on any business day, the party receiving such notice
                  shall transfer cash or Additional Purchased Securities as
                  provided in such subparagraph no later than the close of
                  business in the relevant market on such day. If any such
                  notice is given after the Margin Notice Deadline, the party
                  receiving such notice shall transfer such cash or Securities
                  no later than the close of business in the relevant market on
                  the next business day following such notice.

              (d) Any cash transferred pursuant to this Paragraph shall be
                  attributed to such Transactions as shall be agreed upon by
                  Buyer and Seller.


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              (e) Seller and Buyer may agree, with respect to any or all
                  Transactions hereunder, that the respective rights of Buyer or
                  Seller (or both) under subparagraphs (a) and (b) of this
                  Paragraph may be exercised only where a Margin Deficit or
                  Margin Excess, as the case may be, exceeds a specified dollar
                  amount or a specified percentage of the Repurchase Prices for
                  such Transactions (which amount or percentage shall be agreed
                  to by Buyer and Seller prior to entering into any such
                  Transactions).

              (f) Seller and Buyer may agree, with respect to any or all
                  Transactions hereunder, that the respective rights of Buyer
                  and Seller under subparagraphs (a) and (b) of this Paragraph
                  to require the elimination of a Margin Deficit or a Margin
                  Excess, as the case may be, may be exercised whenever such a
                  Margin Deficit or Margin Excess exists with respect to any
                  single Transaction hereunder (calculated without regard to any
                  other Transaction outstanding under this Agreement).

         5.   INCOME PAYMENTS

              Seller shall be entitled to receive an amount equal to all Income
              paid or distributed on or in respect of the Securities that is not
              otherwise received by Seller, to the full extent it would be so
              entitled if the Securities had not been sold to Buyer. Buyer
              shall, as the parties may agree with respect to any Transaction
              (or, in the absence of any such agreement, as Buyer shall
              reasonably determine in its discretion), on the date such Income
              is paid or distributed either (i) transfer to or credit to the
              account of Seller such Income with respect to any Purchased
              Securities subject to such Transaction or (ii) with respect to
              Income paid in cash, apply the Income payment or payments to
              reduce the amount, if any, to be transferred to Buyer by Seller
              upon termination of such Transaction. Buyer shall not be obligated
              to take any action pursuant to the preceding sentence (A) to the
              extent that such action would result in the creation of a Margin
              Deficit, unless prior thereto or simultaneously therewith Seller
              transfers to Buyer cash or Additional Purchased Securities
              sufficient to eliminate such Margin Deficit, or (B) if an Event of
              Default with respect to Seller has occurred and is then continuing
              at the time such Income is paid or distributed.

         6.   SECURITY INTEREST

              Although the parties intend that all Transactions hereunder be
              sales and purchases and not loans, in the event any such
              Transactions are deemed to be loans, Seller shall be deemed to
              have pledged to Buyer as security for the performance by Seller of
              its obligations under each such Transaction, and shall be deemed
              to have granted to Buyer a security interest in, all of the
              Purchased Securities with respect to all Transactions hereunder
              and all Income thereon and other proceeds thereof.

         7.   PAYMENT AND TRANSFER

              Unless otherwise mutually agreed, all transfers of funds hereunder
              shall be in immediately available funds. All Securities
              transferred by one party hereto to the other party (i) shall be in
              suitable form for transfer or shall be accompanied by duly
              executed instruments of transfer or assignment in blank and such
              other documentation as the party receiving possession may
              reasonably request, (ii) shall be transferred on the book-entry
              system of a Federal Reserve Bank, or (iii) shall be transferred by
              any other method mutually acceptable to Seller and Buyer.


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         8.   SEGREGATION OF PURCHASED SECURITIES

              To the extent required by applicable law, all Purchased Securities
              in the possession of Seller shall be segregated from other
              securities in its possession and shall be identified as subject to
              this Agreement. Segregation may be accomplished by appropriate
              identification on the books and records of the holder, including a
              financial or securities intermediary or a clearing corporation.
              All of Seller's interest in the Purchased Securities shall pass to
              Buyer on the Purchase Date and, unless otherwise agreed by Buyer
              and Seller, nothing in this Agreement shall preclude Buyer from
              engaging in repurchase transactions with the Purchased Securities
              or otherwise selling, transferring, pledging or hypothecating the
              Purchased Securities, but no such transaction shall relieve Buyer
              of its obligations to transfer Purchased Securities to Seller
              pursuant to Paragraph 3, 4 or 11 hereof, or of Buyer's obligation
              to credit or pay Income to, or apply Income to the obligations of,
              Seller pursuant to Paragraph 5 hereof.

                  REQUIRED DISCLOSURE FOR TRANSACTIONS IN WHICH THE SELLER
                  RETAINS CUSTODY OF THE PURCHASED SECURITIES
                  Seller is not permitted to substitute other securities for
                  those subject to this Agreement and therefore must keep
                  Buyer's securities segregated at all times, unless in this
                  Agreement Buyer grants Seller the right to substitute other
                  securities. If Buyer grants the right to substitute, this
                  means that Buyer's securities will likely be commingled with
                  Seller's own securities during the trading day. Buyer is
                  advised that, during any trading day that Buyer's securities
                  are commingled with Seller's securities, they [will]* [may]**
                  be subject to liens granted by Seller to [its clearing bank]*
                  [third parties]** and may be used by Seller for deliveries on
                  other securities transactions. Whenever the securities are
                  commingled, Seller's ability to resegregate substitute
                  securities for Buyer will be subject to Seller's ability to
                  satisfy [the clearing]* [any]** lien or to obtain substitute
                  securities.

                  *  Language to be used under 17 C.F.R.(beta)403.4(e) if
                  Seller is a government securities broker or dealer other
                  than a financial institution.

                  ** Language to be used under 17 C.F.R.(beta)403.5(d) if
                  Seller is a financial institution.


         9.  SUBSTITUTION

              (a) Seller may, subject to agreement with and acceptance by Buyer,
                  substitute other Securities for any Purchased Securities. Such
                  substitution shall be made by transfer to Buyer of such other
                  Securities and transfer to Seller of such Purchased
                  Securities. After substitution, the substituted Securities
                  shall be deemed to be Purchased Securities.

              (b) In Transactions in which Seller retains custody of Purchased
                  Securities, the parties expressly agree that Buyer shall be
                  deemed, for purposes of subparagraph (a) of this Paragraph, to
                  have agreed to and accepted in this Agreement substitution by
                  Seller of other Securities for Purchased Securities; provided,
                  however, that such other Securities shall have a Market Value
                  at least equal to the Market Value of the Purchased Securities
                  for which they are substituted.


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         10.  REPRESENTATIONS

              Each of Buyer and Seller represents and warrants to the other that
              (i) it is duly authorized to execute and deliver this Agreement,
              to enter into Transactions contemplated hereunder and to perform
              its obligations hereunder and has taken all necessary action to
              authorize such execution, delivery and performance, (ii) it will
              engage in such Transactions as principal (or, if agreed in
              writing, in the form of an annex hereto or otherwise, in advance
              of any Transaction by the other party hereto, as agent for a
              disclosed principal), (iii) the person signing this Agreement on
              its behalf is duly authorized to do so on its behalf (or on behalf
              of any such disclosed principal), (iv) it has obtained all
              authorizations of any governmental body required in connection
              with this Agreement and the Transactions hereunder and such
              authorizations are in full force and effect and (v) the execution,
              delivery and performance of this Agreement and the Transactions
              hereunder will not violate any law, ordinance, charter, bylaw or
              rule applicable to it or any agreement by which it is bound or by
              which any of its assets are affected. On the Purchase Date for any
              Transaction Buyer and Seller shall each be deemed to repeat all
              the foregoing representations made by it.

         11.  EVENTS OF DEFAULT

              In the event that (i) Seller fails to transfer or Buyer fails to
              purchase Purchased Securities upon the applicable Purchase Date,
              (ii) Seller fails to repurchase or Buyer fails to transfer
              Purchased Securities upon the applicable Repurchase Date, (iii)
              Seller or Buyer fails to comply with Paragraph 4 hereof, (iv)
              Buyer fails, after one business day's notice, to comply with
              Paragraph 5 hereof, (v) an Act of Insolvency occurs with respect
              to Seller or Buyer, (vi) any representation made by Seller or
              Buyer shall have been incorrect or untrue in any material respect
              when made or repeated or deemed to have been made or repeated, or
              (vii) Seller or Buyer shall admit to the other its inability to,
              or its intention not to, perform any of its obligations hereunder
              (each an "Event of Default"):

              (a) The nondefaulting party may, at its option (which option shall
                  be deemed to have been exercised immediately upon the
                  occurrence of an Act of Insolvency), declare an Event of
                  Default to have occurred hereunder and, upon the exercise or
                  deemed exercise of such option, the Repurchase Date for each
                  Transaction hereunder shall, if it has not already occurred,
                  be deemed immediately to occur (except that, in the event that
                  the Purchase Date for any Transaction has not yet occurred as
                  of the date of such exercise or deemed exercise, such
                  Transaction shall be deemed immediately canceled). The
                  nondefaulting party shall (except upon the occurrence of an
                  Act of Insolvency) give notice to the defaulting party of the
                  exercise of such option as promptly as practicable.

              (b) In all Transactions in which the defaulting party is acting as
                  Seller, if the nondefaulting party exercises or is deemed to
                  have exercised the option referred to in subparagraph (a) of
                  this Paragraph, (i) the defaulting party's obligations in such
                  Transactions to repurchase all Purchased Securities, at the
                  Repurchase Price therefor on the Repurchase Date determined in
                  accordance with subparagraph (a) of this Paragraph, shall
                  thereupon become immediately due and payable, (ii) all Income
                  paid after such exercise or deemed exercise shall be retained
                  by the nondefaulting party and applied to the aggregate unpaid
                  Repurchase Prices and any other amounts owing by the
                  defaulting party hereunder, and (iii) the defaulting party
                  shall immediately deliver to the nondefaulting party any
                  Purchased Securities subject to such Transactions then in the
                  defaulting party's possession or control.


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              (c) In all Transactions in which the defaulting party is acting as
                  Buyer, upon tender by the nondefaulting party of payment of
                  the aggregate Repurchase Prices for all such Transactions, all
                  right, title and interest in and entitlement to all Purchased
                  Securities subject to such Transactions shall be deemed
                  transferred to the nondefaulting party, and the defaulting
                  party shall deliver all such Purchased Securities to the
                  nondefaulting party.

              (d) If the nondefaulting party exercises or is deemed to have
                  exercised the option referred to in subparagraph (a) of this
                  Paragraph, the nondefaulting party, without prior notice to
                  the defaulting party, may:

                  (i)   as to Transactions in which the defaulting party is
                        acting as Seller, (A) immediately sell, in a recognized
                        market (or otherwise in a commercially reasonable
                        manner) at such price or prices as the nondefaulting
                        party may reasonably deem satisfactory, any or all
                        Purchased Securities subject to such Transactions and
                        apply the proceeds thereof to the aggregate unpaid
                        Repurchase Prices and any other amounts owing by the
                        defaulting party hereunder or (B) in its sole discretion
                        elect, in lieu of selling all or a portion of such
                        Purchased Securities, to give the defaulting party
                        credit for such Purchased Securities in an amount equal
                        to the price therefor on such date, obtained from a
                        generally recognized source or the most recent closing
                        bid quotation from such a source, against the aggregate
                        unpaid Repurchase Prices and any other amounts owing by
                        the defaulting party hereunder; and

                  (ii)  as to Transactions in which the defaulting party is
                        acting as Buyer, (A) immediately purchase, in a
                        recognized market (or otherwise in a commercially
                        reasonable manner) at such price or prices as the
                        nondefaulting party may reasonably deem satisfactory,
                        securities ("Replacement Securities") of the same class
                        and amount as any Purchased Securities that are not
                        delivered by the defaulting party to the nondefaulting
                        party as required hereunder or (B) in its sole
                        discretion elect, in lieu of purchasing Replacement
                        Securities, to be deemed to have purchased Replacement
                        Securities at the price therefor on such date, obtained
                        from a generally recognized source or the most recent
                        closing offer quotation from such a source.

                  Unless otherwise provided in Annex I, the parties acknowledge
                  and agree that (1) the Securities subject to any Transaction
                  hereunder are instruments traded in a recognized market, (2)
                  in the absence of a generally recognized source for prices or
                  bid or offer quotations for any Security, the nondefaulting
                  party may establish the source therefor in its sole discretion
                  and (3) all prices, bids and offers shall be determined
                  together with accrued Income (except to the extent contrary to
                  market practice with respect to the relevant Securities).

              (e) As to Transactions in which the defaulting party is acting as
                  Buyer, the defaulting party shall be liable to the
                  nondefaulting party for any excess of the price paid (or
                  deemed paid) by the nondefaulting party for Replacement
                  Securities over the Repurchase Price for the Purchased
                  Securities replaced thereby and for any amounts payable by the
                  defaulting party under Paragraph 5 hereof or otherwise
                  hereunder.

              (f) For purposes of this Paragraph 11, the Repurchase Price for
                  each Transaction hereunder in respect of which the defaulting
                  party is acting as Buyer shall not increase above the


8 - September 1996 - Master Repurchase Agreement
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                  amount of such Repurchase Price for such Transaction
                  determined as of the date of the exercise or deemed exercise
                  by the nondefaulting party of the option referred to in
                  subparagraph (a) of this Paragraph.

              (g) The defaulting party shall be liable to the nondefaulting
                  party for (i) the amount of all reasonable legal or other
                  expenses incurred by the nondefaulting party in connection
                  with or as a result of an Event of Default, (ii) damages in an
                  amount equal to the cost (including all fees, expenses and
                  commissions) of entering into replacement transactions and
                  entering into or terminating hedge transactions in connection
                  with or as a result of an Event of Default, and (iii) any
                  other loss, damage, cost or expense directly arising or
                  resulting from the occurrence of an Event of Default in
                  respect of a Transaction.

              (h) To the extent permitted by applicable law, the defaulting
                  party shall be liable to the nondefaulting party for interest
                  on any amounts owing by the defaulting party hereunder, from
                  the date the defaulting party becomes liable for such amounts
                  hereunder until such amounts are (i) paid in full by the
                  defaulting party or (ii) satisfied in full by the exercise of
                  the nondefaulting party's rights hereunder. Interest on any
                  sum payable by the defaulting party to the nondefaulting party
                  under this Paragraph 11(h) shall be at a rate equal to the
                  greater of the Pricing Rate for the relevant Transaction or
                  the Prime Rate.

              (i) The nondefaulting party shall have, in addition to its rights
                  hereunder, any rights otherwise available to it under any
                  other agreement or applicable law.

         12.  SINGLE AGREEMENT

              Buyer and Seller acknowledge that, and have entered hereinto and
              will enter into each Transaction hereunder in consideration of and
              in reliance upon the fact that, all Transactions hereunder
              constitute a single business and contractual relationship and have
              been made in consideration of each other. Accordingly, each of
              Buyer and Seller agrees (i) to perform all of its obligations in
              respect of each Transaction hereunder, and that a default in the
              performance of any such obligations shall constitute a default by
              it in respect of all Transactions hereunder, (ii) that each of
              them shall be entitled to set off claims and apply property held
              by them in respect of any Transaction against obligations owing to
              them in respect of any other Transactions hereunder and (iii) that
              payments, deliveries and other transfers made by either of them in
              respect of any Transaction shall be deemed to have been made in
              consideration of payments, deliveries and other transfers in
              respect of any other Transactions hereunder, and the obligations
              to make any such payments, deliveries and other transfers may be
              applied against each other and netted.

         13.  NOTICES AND OTHER COMMUNICATIONS

              Any and all notices, statements, demands or other communications
              hereunder may be given by a party to the other by mail, facsimile,
              telegraph, messenger or otherwise to the address specified in
              Annex II hereto, or so sent to such party at any other place
              specified in a notice of change of address hereafter received by
              the other. All notices, demands and requests hereunder may be made
              orally, to be confirmed promptly in writing, or by other
              communication as specified in the preceding sentence.


                                September 1996 - Master Repurchase Agreement - 9
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         14. ENTIRE AGREEMENT; SEVERABILITY

             This Agreement shall supersede any existing agreements between the
             parties containing general terms and conditions for repurchase
             transactions. Each provision and agreement herein shall be treated
             as separate and independent from any other provision or agreement
             herein and shall be enforceable notwithstanding the
             unenforceability of any such other provision or agreement.

         15. NON-ASSIGNABILITY; TERMINATION

             (a)  The rights and obligations of the parties under this Agreement
                  and under any Transaction shall not be assigned by either
                  party without the prior written consent of the other party,
                  and any such assignment without the prior written consent of
                  the other party shall be null and void. Subject to the
                  foregoing, this Agreement and any Transactions shall be
                  binding upon and shall inure to the benefit of the parties and
                  their respective successors and assigns. This Agreement may be
                  terminated by either party upon giving written notice to the
                  other, except that this Agreement shall, notwithstanding such
                  notice, remain applicable to any Transactions then
                  outstanding.

             (b)  Subparagraph (a) of this Paragraph 15 shall not preclude a
                  party from assigning, charging or otherwise dealing with all
                  or any part of its interest in any sum payable to it under
                  Paragraph 11 hereof.

         16. GOVERNING LAW

             This Agreement shall be governed by the laws of the State of New
             York without giving effect to the conflict of law principles
             thereof.

         17. NO WAIVERS, ETC.

             No express or implied waiver of any Event of Default by either
             party shall constitute a waiver of any other Event of Default and
             no exercise of any remedy hereunder by any party shall constitute a
             waiver of its right to exercise any other remedy hereunder. No
             modification or waiver of any provision of this Agreement and no
             consent by any party to a departure herefrom shall be effective
             unless and until such shall be in writing and duly executed by both
             of the parties hereto. Without limitation on any of the foregoing,
             the failure to give a notice pursuant to Paragraph 4(a) or 4(b)
             hereof will not constitute a waiver of any right to do so at a
             later date.

         18. USE OF EMPLOYEE PLAN ASSETS

             (a)  If assets of an employee benefit plan subject to any provision
                  of the Employee Retirement Income Security Act of 1974
                  ("ERISA") are intended to be used by either party hereto (the
                  "Plan Party") in a Transaction, the Plan Party shall so notify
                  the other party prior to the Transaction. The Plan Party shall
                  represent in writing to the other party that the Transaction
                  does not constitute a prohibited transaction under ERISA or is
                  otherwise exempt therefrom, and the other party may proceed in
                  reliance thereon but shall not be required so to proceed.


10 - September 1996 - Master Repurchase Agreement

<PAGE>

             (b)  Subject to the last sentence of subparagraph (a) of this
                  Paragraph, any such Transaction shall proceed only if Seller
                  furnishes or has furnished to Buyer its most recent available
                  audited statement of its financial condition and its most
                  recent subsequent unaudited statement of its financial
                  condition.

             (c)  By entering into a Transaction pursuant to this Paragraph,
                  Seller shall be deemed (i) to represent to Buyer that since
                  the date of Seller's latest such financial statements, there
                  has been no material adverse change in Seller's financial
                  condition which Seller has not disclosed to Buyer, and (ii) to
                  agree to provide Buyer with future audited and unaudited
                  statements of its financial condition as they are issued, so
                  long as it is a Seller in any outstanding Transaction
                  involving a Plan Party.

         19. INTENT

             (a)  The parties recognize that each Transaction is a "repurchase
                  agreement" as that term is defined in Section 101 of Title 11
                  of the United States Code, as amended (except insofar as the
                  type of Securities subject to such Transaction or the term of
                  such Transaction would render such definition inapplicable),
                  and a "securities contract" as that term is defined in Section
                  741 of Title 11 of the United States Code, as amended (except
                  insofar as the type of assets subject to such Transaction
                  would render such definition inapplicable).

             (b)  It is understood that either party's right to liquidate
                  Securities delivered to it in connection with Transactions
                  hereunder or to exercise any other remedies pursuant to
                  Paragraph 11 hereof is a contractual right to liquidate such
                  Transaction as described in Sections 555 and 559 of Title 11
                  of the United States Code, as amended.

             (c)  The parties agree and acknowledge that if a party hereto is an
                  "insured depository institution," as such term is defined in
                  the Federal Deposit Insurance Act, as amended ("FDIA"), then
                  each Transaction hereunder is a "qualified financial
                  contract," as that term is defined in FDIA and any rules,
                  orders or policy statements thereunder (except insofar as the
                  type of assets subject to such Transaction would render such
                  definition inapplicable).

             (d)  It is understood that this Agreement constitutes a "netting
                  contract" as defined in and subject to Title IV of the Federal
                  Deposit Insurance Corporation Improvement Act of 1991
                  ("FDICIA") and each payment entitlement and payment obligation
                  under any Transaction hereunder shall constitute a "covered
                  contractual payment entitlement" or "covered contractual
                  payment obligation", respectively, as defined in and subject
                  to FDICIA (except insofar as one or both of the parties is
                  not a "financial institution" as that term is defined in
                  FDICIA).

         20. DISCLOSURE RELATING TO CERTAIN FEDERAL PROTECTIONS
             The parties acknowledge that they have been advised that:

             (a)  in the case of Transactions in which one of the parties is a
                  broker or dealer registered with the Securities and Exchange
                  Commission ("SEC") under Section 15 of the Securities Exchange
                  Act of 1934 ("1934 Act"), the Securities Investor Protection
                  Corporation has


                               September 1996 - Master Repurchase Agreement - 11

<PAGE>


                  taken the position that the provisions of the Securities
                  Investor Protection Act of 1970 ("SIPA") do not protect the
                  other party with respect to any Transaction hereunder;

             (b)  in the case of Transactions in which one of the parties is a
                  government securities broker or a government securities dealer
                  registered with the SEC under Section 15C of the 1934 Act,
                  SIPA will not provide protection to the other party with
                  respect to any Transaction hereunder; and

             (c)  in the case of Transactions in which one of the parties is a
                  financial institution, funds held by the financial institution
                  pursuant to a Transaction hereunder are not a deposit and
                  therefore are not insured by the Federal Deposit Insurance
                  Corporation or the National Credit Union Share Insurance
                  Fund, as applicable.

Origen Special Holdings Corporation     Credit Suisse First Boston Mortgage
                                        Capital LLC


By: /s/ W. Anderson Geater, Jr.         By: /s/ Anthony Giordano
    --------------------------------        --------------------------------
Title: Treasurer                        Title: Vice President
       -----------------------------           -----------------------------
Date: May 29, 2001                      Date: May 29, 2001
      ------------------------------          ------------------------------

12 - September 1996 - Master Repurchase Agreement