Exhibit 1.2
$175,000,000
THE MONEY STORE INC.
The Money Store Home Improvement Loan Certificates,
Series 1997-I
PRICING AGREEMENT
March 25, 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 March 25, 1997
(the "Underwriting Agreement"), relating to $175,000,000 aggregate principal
amount of The Money Store Home Improvement Loan Certificates, Series 1997-I,
Class A-1, Class X-0, Xxxxx X-0, Class M-1, Class M-2, Class B-1 and Class B-2,
(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, the price to public and the Underwriter's discount shall
be as follows:
Initial Class Pass- Proceeds to
Class Certificate Through Underwriting Originators
Balance Rate Price to Public(1) Discount (1)(2)
Class A-1 $48,000,000 6.580% 99.99809% 0.255% 99.74809%
Class A-2 53,700,000 6.810% 99.99215% 0.350% 99.64215%
Class A-3 19,487,000 7.025% 99.98333% 0.450% 99.53333%
Class M-1 25,375,000 7.410% 99.97125% 0.500% 99.47125%
Class M-2 12,250,000 8.070% 99.97407% 0.550% 99.42407%
Class B-1 9,625,000 7.510% 99.99464% 0.650% 99.34464%
Class B-2 6,563,000 8.095% 99.97169% 0.725% 99.24669%
------------
Total: $175,000,000
$174,978,773.64 $ 700,035.75
============== ===========
(1) Plus, for each Certificate accrued interest at the applicable
Pass-Through Rate from March 1, 1997 to, but
not including, the Closing Date.
(2) Before deducting expenses payable by the Company.
The Certificates will be offered by the Underwriters to the public
subject to the concessions and discounts set forth in the Prospectus.
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
between the Underwriter and the Company in accordance with its terms.
Very truly yours,
THE MONEY STORE INC.
By:---------------------------
Xxxxxx Dear
Executive Vice President
CONFIRMED AND ACCEPTED, as of
the date first above written:
XXXXXX BROTHERS INC.
By: ---------------------------
Name:
Title:
Acting on behalf of itself
and as the representative
of the Underwriters.