0001277277-04-000715 Sample Contracts

as Delaware Trustee POOLING AND SERVICING AGREEMENT
Pooling and Servicing Agreement • July 9th, 2004 • WaMu Mortgage Pass-Through Certificates, Series 2004-S3 • Asset-backed securities • Delaware

This Pooling and Servicing Agreement, dated and effective as of June 1, 2004 (this "Agreement"), is executed by and among Washington Mutual Mortgage Securities Corp., as depositor and Master Servicer (the "Company"), U.S. Bank National Association, a national banking association with a corporate trust office at One Federal Street, Third Floor, Boston, MA 02110, as Trustee (the "Trustee"), and Christiana Bank & Trust Company, as Delaware Trustee (the "Delaware Trustee"). Capitalized terms used in this Agreement and not otherwise defined have the meanings ascribed to such terms in Article I hereof. PRELIMINARY STATEMENT The Company at the Closing Date is the owner of the Mortgage Loans and the other property being conveyed by it to the Trust. On the Closing Date, the Company will acquire the REMIC I Regular Interests and the Class R-1 Residual Interest from the Trust as consideration for its transfer to the Trust of the Mortgage Loans and certain other assets and will be the owner of the

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