Exhibit 4.2


                         SUBSEQUENT TRANSFER INSTRUMENT

     Pursuant to this Subsequent Transfer Instrument, dated November 9, 2001
(the "Instrument"), between IMH Assets Corp., as Company (the "Company"), and
Bankers Trust Company of California, N.A. as indenture trustee of the IMH Assets
Corp., Collateralized Asset-Backed Bonds, Series 2001-3, as purchaser (the
"Indenture Trustee"), and pursuant to the Indenture, dated as of October 30,
2001 (the "Indenture"), between Impac CMB Trust Series 2001-3, as issuer (the
"Issuer") and the Indenture Trustee as indenture trustee, the Company and the
Indenture Trustee agree to the sale by the Company and the purchase by the
Indenture Trustee in trust, on behalf of the Trust, of the Subsequent Mortgage
Loans on the attached Schedule of Mortgage Loans (the "Subsequent Mortgage
Loans").

     Capitalized terms used but not otherwise defined herein shall have the
meanings set forth in the Indenture.

     Section 1. Conveyance of Subsequent Mortgage Loans.

     (a) The Company does hereby sell, transfer, assign, set over and convey to
the Indenture Trustee in trust, on behalf of the Trust, without recourse, all of
its right, title and interest in and to the Subsequent Mortgage Loans, and
including all amounts due on the Subsequent Mortgage Loans after the related
Subsequent Cut-off Date, and all items with respect to the Subsequent Mortgage
Loans to be delivered pursuant to Section 2.05 of the Indenture; provided,
however that the Company reserves and retains all right, title and interest in
and to amounts due on the Subsequent Mortgage Loans on or prior to the related
Subsequent Cut-off Date. The Company, contemporaneously with the delivery of
this Agreement, has delivered or caused to be delivered to the Indenture Trustee
each item set forth in Section 2.05 of the Indenture. The transfer to the
Indenture Trustee by the Company of the Subsequent Mortgage Loans identified on
the Mortgage Loan Schedule shall be absolute and is intended by the Company, the
Master Servicer, the Indenture Trustee and the Bondholders to constitute and to
be treated as a sale by the Company to the Trust Fund.

     (b) The Company, concurrently with the execution and delivery hereof, does
hereby transfer, assign, set over and otherwise convey to the Indenture Trustee
without recourse for the benefit of the Bondholders all the right, title and
interest of the Company, in, to and under the Subsequent Mortgage Loan Sale and
Contribution Agreement, dated November 9, 2001, between the Company, as
purchaser, and Imapc Mortgage Holdings, Inc., as seller (the "Purchase
Agreement").

     (c) Additional terms of the sale are set forth on Attachemnt A hereto.


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     Section 2. Representations and Warranties; Conditions Precedent.

     (a) The Company hereby confirms that each of the conditions precedent and
the representations and warranties set forth in Section 2.05 of the Indenture
are satisfied as of the date hereof.

     (b) All terms and conditions of the Indenture are hereby ratified and
confirmed; provided, however, that in the event of any conflict, the provisions
of this Instrument shall control over the conflicting provisions of the
Indenture.

     Section 3. Recordation of Instrument.

     To the extent permitted by applicable law, this Instrument, or a memorandum
thereof if permitted under applicable law, is subject to recordation in all
appropriate public offices for real property records in all of the 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 the Master Servicer at the
Bondholders' expense on direction of the related Bondholders, but only when
accompanied by an Opinion of Counsel to the effect that such recordation
materially and beneficially affects the interests of the Bondholders or is
necessary for the administration or servicing of the Subsequent Mortgage Loans.

     Section 4. Governing Law.

     This Instrument 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
principles of conflicts of law.

     Section 5. Counterparts.

     This Instrument 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 instrument.

     Section 6. Successors and Assigns.

     This Instrument shall inure to the benefit of and be binding upon the
Company and the Indenture Trustee and their respective successors and assigns.




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IMH ASSETS CORP.

By:    /s/ Richard J. Johnson
       ---------------------------
Name:  Richard J. Johnson
Title: Chief Financial Officer




BANKERS TRUST COMPANY OF
CALIFORNIA, N.A.

By:    /s/ James Noriega
       ---------------------------
Name:  James Noriega
Title: Associate