Fitch Downgrades 4, Affirms 17, & Places 1 Class on Rating Watch Negative from 3 Ameriquest Issues.

NEW YORK -- Fitch has taken rating actions on the following Ameriquest Mortgage Securities Inc. home equity issues:

AMSI, series 2003-2

--Class M1 affirmed at 'AA';

--Class M2 affirmed at 'A';

--Class M3 downgraded to 'BB-' from 'BBB-';

--Class M4 downgraded to 'CCC/DR5' from 'BB'.

AMSI, series 2004-R4

--Class A affirmed at 'AAA';

--Class M1 affirmed at 'AA';

--Class M2 affirmed at 'A';

--Class M3 affirmed at 'A-';

--Class M4 rated 'BBB+' placed on Rating Watch Negative;

--Class M5 downgraded to 'BBB-' from 'BBB';

--Class M6 downgraded to 'BB-' from 'BBB-'

AMSI, series 2004-R12

--Class A affirmed at 'AAA';

--Class M1 affirmed at 'AA+';

--Class M2 affirmed at 'AA';

--Class M3 affirmed at 'AA-';

--Class M4 affirmed at 'A+';

--Class M5 affirmed at 'A';

--Class M6 affirmed at 'A-';

--Class M7 affirmed at 'BBB+';

--Class M8 affirmed at 'BBB';

--Class M9 affirmed at 'BBB-';

--Class M10 affirmed at 'BB+'

The affirmations, affecting approximately $833.7 million of the outstanding balances, are taken due to a satisfactory relationship of credit enhancement to expected losses.

In AMSI series 2003-2, classes M3 and M4 (approximately $5.64 million outstanding in aggregate) are downgraded due to monthly losses exceeding the available excess spread in recent months, which has caused deterioration in the overcollateralization (OC) amount. As of the December 2006 distribution, the OC amount of $1.1 million (2.39%) is below the target amount of $2 million (4.3%). Monthly losses have exceeded excess spread by an average of $135,000 over the last six months and based on this projection, Fitch estimates approximately eight months before class M4 starts to be written down. As of the cut-off date, the collateral for series 2003-2 had a weighted average original loan-to-value (OLTV) of 80.82%, and virtually all of the loans from the trust were for the purpose of refinance. The balance of collateral in states which have averaged annual home price appreciation below the national average has increased from 35% of current balance at origination to 60% of current balance in December.

In AMSI series 2004-R4, class M4 is placed on Rating Watch Negative and classes M5 and M6 (approximately $21 million outstanding in aggregate) are downgraded due to monthly losses exceeding the available excess spread in recent months, which has caused deterioration in the OC amount. As of the December 2006 distribution, the OC amount of $9.6 million (4.17%) is below the target amount of $13 million (5.6%). As of the cut-off date, the collateral for series 2004-R4 had a weighted average OLTV of 79%, and all of the loans from the trust were for the purpose of refinance. The balance of collateral in states which have averaged annual home price appreciation below the national average has increased from 35% of current balance at origination to 57% of current balance in December.

For all three transactions, the underlying collateral consists of fully amortizing 15- to 30-year fixed- and adjustable-rate mortgages secured by first liens extended to subprime borrowers. As of the December distribution date, the transactions listed above are seasoned from 26 (2004-12) to 45 (2003-2) months. The pool factors (current principal balance as a percentage of original) range approximately from 12% (2003-2) to 42% (2004-12).

The Ameriquest Securities (AMSI) loans, the retail sector for Ameriquest Mortgage Securities Inc., were either originated or acquired by Ameriquest Mortgage Company. Ameriquest Mortgage Company serves as the servicer for the loans and is rated 'RPS2+' by Fitch.

Further information regarding current delinquency, loss, and credit enhancement statistics is available on the Fitch Ratings web site at www.fitchratings.com.

Fitch's Distressed Recovery (DR) ratings, introduced in April 2006 across all sectors of structured finance, are designed to estimate recoveries on a forward-looking basis while taking into account the time value of money. For more information on Distressed Recovery ratings, see the full report ('Structured Finance Distressed Recovery Ratings'), which is available on the Fitch Ratings web site at www.fitchratings.com.

Fitch's rating definitions and the terms of use of such ratings are available on the agency's public site, www.fitchratings.com. Published ratings, criteria and methodologies are available from this site, at all times. Fitch's code of conduct, confidentiality, conflicts of interest, affiliate firewall, compliance and other relevant policies and procedures are also available from the 'Code of Conduct' section of this site.