Exhibit 1.2
$250,000,000
THE MONEY STORE INC.
The Money Store Home Improvement Loan Certificates
Series 1997-II
PRICING AGREEMENT
June 24, 1997
Xxxxxx Brothers Inc.
as representative of the several Underwriters
Three World Financial Center
Xxx Xxxx, Xxx Xxxx 00000
Ladies and Gentlemen:
Reference is made to the Underwriting Agreement, dated June 25, 1997
(the "Underwriting Agreement"), relating to $250,000,000 aggregate principal
amount of The Money Store Home Improvement Loan Certificates, Series 1997-II,
Class A-1, Class X-0, Xxxxx X-0, Class M-1, Class M-2, and Class B,
(collectively, the "Certificates"). Pursuant to the Underwriting Agreement, The
Money Store Inc. (the "Company") agrees with Xxxxxx Brothers Inc., as
representative of the Underwriters, that the Initial Class Certificate Balance,
the Pass-Through Rates, and the Underwriting Discount shall be as follows:
Initial Pass-
Class Through Underwriting
CLASS Certificate RATE DISCOUNT
BALANCE
Class A-1 $ 94,900,000 6.36% 0.30%
Class A-2 61,800,000 6.58% 0.30%
Class A-3 27,675,000 6.81% 0.30%
Class M-1 33,125,000 7.17% 0.30%
Class M-2 18,750,000 7.70% 0.30%
Class B 13,750,000 7.71% 0.30%
The Certificates will be offered by the Underwriters to the public from
time to time in negotiated transactions or otherwise, at varying prices to
be determined at the time of sale.
If the foregoing is in accordance with your understanding of our
agreement, please sign and return to the Company a counterpart hereof, whereupon
this instrument, along with all counterparts, will become a binding agreement
among each of the Underwriters and the Company in accordance with its terms.
Very truly yours,
THE MONEY STORE INC.
By: /s/ Xxxxx Xxxxxxx
Name: Xxxxx Xxxxxxx
Title: Treasurer
CONFIRMED AND ACCEPTED, as of the date first above written:
XXXXXX BROTHERS INC.
By: /s/Xxxxxx X. Xxxxxxx
Name: Xxxxxx X. Xxxxxxx
Title: Managing Director
Acting on behalf of itself and as the representative of the Underwriters.