EXHIBIT 1.2
EXECUTION COPY
TRANS-WORLD INSURANCE COMPANY
CLASSNOTES, INC.
Auction Rate Asset Backed Notes
TERMS AGREEMENT
Dated: March 17, 1998
To: TRANS-WORLD INSURANCE COMPANY
CLASSNOTES, INC.
Re: Underwriting Agreement dated March 16, 1998
Issuer: ClassNotes Trust 1997-I
Series Designation: Series 1998-1
TERMS OF THE NOTES:
Final Maturity Principal Original Interest Price to
Class Date Amount Rate Underwriter
A-5 [April 1, 2019 $57,500,000 5.96% 99.75%]
A-6 [April 1, 2020 $57,500,000 5.96% 99.75%]
COLLATERAL: The Student Loans to be included in the Collateral are as
described in Schedule A to the Sale and Servicing Agreement.
CREDIT SUPPORT: Note Surety Bond issued by Ambac Assurance Corporation.
INITIAL NOTE
DISTRIBUTION DATES: [January 14, 1998 for the Class A-5 Notes]
[January 21, 1998 for the Class A-6 Notes]
NOTE RATING: "AAA" by Standard and Poor's Ratings Services, a Division of
The XxXxxx-Xxxx Companies, Inc. and "Aaa" by Xxxxx'x
Investors Service, Inc.
FORM OF NOTES: Book entry
CLOSING DATE: March 17, 1998
Information Provided by the Underwriter in the
Prospectus Supplement: The statements set forth
under the heading "Plan of Distribution."
Additional Terms, if any, Not in Master Indenture:
XXXXX XXXXXX INC.
By:/s/ XXXX X. XXXXXX
Name: Xxxx X. Xxxxxx
Title: Director
TRANS-WORLD INSURANCE COMPANY
By:/s/ XXXXXXX XXXXXX
Name: Xxxxxxx Xxxxxx
Title: Senior Vice President
CLASSNOTES, INC.
By:/s/ XXXXXXX XXXXXX
Name: Xxxxxxx Xxxxxx
Title: Senior Vice President
CLASSNOTES TRUST 1997-I
By: The York Bank and Trust
Company, as Eligible Lender Trustee
By: /s/ XXXXXXX X. XXXX
Name: Xxxxxxx X. Xxxx
Title: Vice President
THE MONEY STORE INC.
By: /s/ XXXXXXX XXXXXX
Name: Xxxxxxx Xxxxxx
Title: Executive Vice President
