POINT III
                                ---------

        MUST A MORTGAGE SATISFACTION BE FILED IN THE COUNTY CLERK'S
        OFFICE?

        NO: The filing of a Mortgage is for the protection of the lender
        and is not specifically required.

            There is no legal requirment for the recording of a mortgage
        with the County Clerk as it is for the protection of the
        mortagee, and could be, either by mutual consent, or at the
        desire of the mortagee.  Plaintiff-Respondent apparently still
        may have in its posession the fully signed, and witnessed
        Consolidated Mortgage (A - 194 -> 214) that was presented for
        the first time to Defendants-Appellants the morning of the
        closing for the refinancing.  While this legal mortgage was
        filed with the Assignment, it is a matter of public record with
        the County Clerk.


        Defendants-Appellants cite the following from 78 N.Y. Jur 2d
    Mortgages Section 375 which states:

            "A mortgagor has a right of redemption, that is, the right
            to pay the mortgage and clear the legal title ... but if
            the mortgage was recorded, the mortgagor is entitled to a
            satisfaction of the mortgage..."

            "The instrument is the exclusive property of the mortgagor
            and can only be used or recorded by or with the knowledge
            and consent of, the mortgagor."

            Plaintiff-Respondent had in its posession a completely legal
        signed and witnesses Consolidated Mortgage (A - ???) which they
        filed in the County Clerk's office, the only true survivalable
        (see POINT ??) mortgage, but as Plaintiff- Respondent's various
        agents claim was not recorded specifically as a mortgage.