CHL Mortgage Pass-Through Trust 2005-24
Not applicable.  See the Relief Letters.
Not applicable.
None.
Not applicable.  See the Relief Letters.
There were no material pending legal proceedings relating to the            Trust Fund to which any of the Trust Fund, the Trustee, the Master            Servicer or the Company was a party or of which any of their            respective properties was the subject during the fiscal year            covered by this Report other than ordinary routine litigation            incidental to the duties of the Trust Fund, the Trustee, the Master            Servicer or the Company, nor is the Company aware of any such            proceedings contemplated by governmental authorities.
No matter was submitted to a vote of Certificateholders, and no            Certificateholder consent was solicited during the fiscal year            covered by this Report.                                          4                                       PART II
(a)  Item 201 of Regulation S-K:                  i.    Market Information. There is no established public                       trading market for the Certificates.                  ii.   Holders. As of December 31, 2005 there were less than                       300 holders of record of the Certificates.                  iii.  Dividends. Not applicable. See the Relief Letters.                       (Information as to distributions to Certificateholders                       is provided in the Registrant's monthly filings on                       Form 8-K.)                  iv.   Securities Authorized for Issuance Under Equity                       Compensation Plans. Not applicable.                        Item 701 of Regulation S-K.  Not applicable.             (b)  Rule 463 of the Securities Act of 1933. Not applicable.             (c)  Item 703 of Regulation S-K. Not applicable as the Registrant                 has no class of equity securities registered pursuant to                 section 12 of the Securities Exchange Act of 1934.
Not applicable.  See the Relief Letters.
Not applicable.  See the Relief Letters.
Not applicable.
Not applicable.  See the Relief Letters.                                          5
None.
Not applicable.
None.                                          6                                      PART III
Not applicable.  See the Relief Letters.
Not applicable.  See the Relief Letters.
Information required by Item 201(d) of Regulation S-K: Not            applicable.             Information required by Item 403 of Regulation S-K:             (a)  Not applicable. See the Relief Letters.             (b)  Not applicable. See the Relief Letters.             (c)  Not applicable. See the Relief Letters.
Not applicable.  See the Relief Letters.
Not applicable.                                          7                                       PART IV
(a)  (1)  Pursuant to the Pooling and Servicing Agreement, the                      Master Servicer is required (i) to deliver an annual                      statement as to compliance with the provisions of the                      Pooling and Servicing Agreement and certain other matters                      (the "Annual Statement of the Master Servicer") and (ii)                      to cause a firm of independent public accountants to                      deliver an annual report as to compliance with the                      servicing provisions of the Pooling and Servicing                      Agreement (the "Annual Report of the Firm of                      Accountants"). The Annual Statement of the Master                      Servicer is attached as Exhibit 99.1 to this Report. The                      Annual Report of the Firm of Accountants is attached as                      Exhibit 99.2 to this Report. See Relief Letters.                  (2)  Not applicable.                  (3)  The required exhibits are as follows:                       o  Exhibit 3(i): Copy of Company's Certificate of                         Incorporation (Filed as an Exhibit to Registration                         Statement on Form S-3 (File No. 33-63714)).                       o  Exhibit 3(ii): Copy of Company's By-laws (Filed as an                         Exhibit to Registration Statement on Form S-3 (File                         No. 33-63714)).                       o  Exhibit 4: Pooling and Servicing Agreement (Filed as                         part of the Registrant's Current Report on Form 8-K                         filed on November 18, 2005).                       o  Exhibit 31: Rule 15d-14(a) Certification.                       o  Exhibit 99.1: Annual Statement of the Master Servicer.                       o  Exhibit 99.2: Annual Report of the Firm of                         Accountants.                       o  Exhibit 99.3: Audited Financial Statements of MBIA                         Inc. and subsidiaries.             (b)  See subparagraph (a)(3) above.             (c)  Not applicable. See the Relief Letters.                                          8                                     SIGNATURES       Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.                                     CWMBS, INC.,                                    CHL MORTGAGE PASS-THROUGH TRUST 2005-24,                                    MORTGAGE PASS-THROUGH CERTIFICATES,                                    SERIES 2005-24                                     By:  Countrywide Home Loans Servicing LP,                                         as Master Servicer*                                     By:  Countrywide GP, Inc.                                      By:  /s/ Craig Baingo                                         ------------------------------------                                         Name:   Craig Baingo                                         Title:  Executive Vice President                                     Date:  March 24, 2006          - -----------------  *    This Report is being filed by the Master Servicer on behalf of the Trust      Fund. The Trust Fund does not have any officers or directors.                                          9        SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT.       No such annual report, proxy statement, form of proxy or other soliciting material has been, or will be, sent to Certificateholders. See the Relief Letters.                                          10                                    EXHIBIT INDEX    Exhibit   Document - -------   --------   3(i)      Company's Certificate of Incorporation (Filed as an Exhibit to           Registration Statement on Form S-3 (File No. 33-63714))*  3(ii)     Company's By-laws (Filed as an Exhibit to Registration Statement on           Form S-3 (File No. 33-63714))*  4         Pooling and Servicing Agreement (Filed as part of the Company's           Current Report on Form 8-K filed on November 18, 2005)*  31        Rule 15d-14(a) Certification  99.1      Annual Statement of the Master Servicer  99.2      Annual Report of the Firm of Accountants  99.3      Audited Financial Statements for the year ended December 31, 2005           for MBIA Inc. and subsidiaries**            - ---------------  *    Incorporated herein by reference.  **   Incorporation by reference to the consolidated financial statements of      MBIA Inc. and subsidiaries as of December 31, 2005 and 2004, and for each      of the years in the three-year period ended December 31, 2005, which      report appears in the Annual Report on Form 10-K of MBIA Inc., which was      filed with the Securities and Exchange Commission on March 8, 2006     (Securities and Exchange Commission File No. 001-09583).                                          11    EX-31 2 efc6-0931_5843009ex31.txt                                                                      Exhibit 31                                                                     ----------                                     CERTIFICATION                                  -------------              I, Steve Bailey, certify that:             1. I have reviewed this annual report on Form 10-K, and all reports            on Form 8-K containing distribution and servicing reports filed in            respect of periods included in the year covered by this annual            report, of CWMBS, Inc., CHL Mortgage Pass-Through Trust 2005-24;             2. Based on my knowledge, the information in these reports, taken            as a whole, does not contain any untrue statement of a material            fact or omit to state a material fact necessary to make the            statements made, in light of the circumstances under which such            statements were made, not misleading as of the last day of the            period covered by this annual report;             3. Based on my knowledge, the distribution or servicing information            required to be provided to the trustee by the master servicer under            the pooling and servicing, or similar, agreement, for inclusion in            these reports is included in these reports;             4. I am responsible for reviewing the activities performed by the            master servicer under the pooling and servicing, or similar,            agreement and based upon my knowledge and the annual compliance            review required under that agreement, and except as disclosed in            the reports, the master servicer has fulfilled its obligations            under that agreement; and             5. The reports disclose all significant deficiencies relating to            the master servicer's compliance with the minimum servicing            standards based upon the report provided by an independent public            accountant, after conducting a review in compliance with the            Uniform Single Attestation Program for Mortgage Bankers or similar            procedure, as set forth in the pooling and servicing, or similar,            agreement, that is included in these reports.             In giving the certifications above, I have reasonably relied on            information provided to me by the following unaffiliated parties:            The Bank of New York, as Trustee.              Date: March 24, 2006                                      /s/ Steve Bailey                                    ----------------                                    Steve Bailey                                    Senior Managing Director    EX-99.1 3 efc6-0931_5843009ex991.txt                                                                    Exhibit 99.1                                                                   ------------                         COUNTRYWIDE HOME LOANS SERVICING LP                                OFFICERS' CERTIFICATE                     ANNUAL STATEMENT OF THE MASTER SERVICER                                     CWMBS, INC.                     CHL MORTGAGE PASS-THROUGH TRUST 2005-24               MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2005-24         The undersigned do hereby certify that they are each an officer of Countrywide GP, Inc., general partner of Countrywide Home Loans Servicing LP (a "Master Servicer"), and do hereby further certify pursuant to Section 3.16 of the Pooling and Servicing Agreement for the above-captioned Series (the "Agreement") that:  (i)   A review of the activities of the Master Servicer during the preceding calendar year and of the performance of the Master Servicer under the Agreement has been made under our supervision; and  (ii)  To the best of our knowledge, based on such review, the Master Servicer has fulfilled all its obligations under the Agreement throughout such year.     /s/ Craig Baingo                           Dated: March 24, 2006 - ---------------- CRAIG BAINGO EXECUTIVE VICE PRESIDENT    /s/ Kevin Meyers                           Dated: March 24, 2006 - ----------------  KEVIN MEYERS MANAGING DIRECTOR, CHIEF FINANCIAL OFFICER, LOAN ADMINISTRATION    EX-99.2 4 efc6-0931_exhibit992.txt                                                                    Exhibit 99.2                                                                   ------------  [KPMG Logo]                       KPMG LLP                          Telephone 213 972 4000                      Suite 2000                        Fax       213 622 1217                      355 South Grand Avenue            Internet  www.us.kpmg.com                      Los Angeles, CA 90071-1568                         Independent Accountants' Report,                        --------------------------------  The Board of Directors Countrywide Financial Corporation:  We have examined management's assertion, included in the accompanying Management Assertion, that Countrywide Financial Corporation and subsidiaries, including its wholly-owned subsidiary, Countrywide Home Loans, Inc. ("CHL"), and Countrywide Home Loans Servicing, L.P., a wholly-owned subsidiary of CHL, (collectively, the "Company") complied with the minimum servicing standards set forth in the Mortgage Bankers Association of America's Uniform Single Attestation Program for Mortgage Bankers (USAP) as of and for the year ended December 31, 2005. Management is responsible for the Company's compliance with those minimum servicing standards. Our responsibility is to express an opinion on management's assertion about the Company's compliance based on our examination.  Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the minimum servicing standards specified above and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the minimum servicing standards.  In our opinion, management's assertion that Countrywide Financial Corporation and subsidiaries, including its wholly-owned subsidiary, Countrywide Home Loans, Inc. ("CHL"), and Countrywide Home Loans Servicing, L.P., a wholly-owned subsidiary of CHL, complied with the aforementioned minimum servicing standards as of and for the year ended December 31, 2005 is fairly stated, in all material respects.                                         KPMG LLP  March 3, 2006             KPMG LLP, a U.S. limited liability partnersnip, is the U S.            member firm of KPMG International, a Swiss cooperative.                                                [LOGO]Countrywide(R)                                             --------------------                                                     HOME LOANS                                              2900 MADERA ROAD                                             SIMI VALLEY, CALIFORNIA 93065-6298                                              (805) 955-1000                               Management Assertion  March 3, 2005  As of and for the year ended December 31, 2005, Countrywide Financial Corporation and subsidiaries, including its wholly-owned subsidiary, Countrywide Home Loans, Inc. ("CHL"), and Countrywide Home Loans Servicing, L.P., a wholly-owned subsidiary of CHL, (collectively, the "Company") have complied in all material respects with the minimum servicing standards set forth in the Mortgage Bankers Association of America's Uniform Single Attestation for Mortgage Bankers. As of and for this same period, the Company had in effect a mortgage bankers' (fidelity) bond in the amount of $200 million and an errors and omissions policy in the amount of $100 million and $130 million for the period January 1, 2005 to August 1, 2005 and for the period from August 1, 2005 to December 31, 2005, respectively.  /s/ Steve Bailey - ------------------------------------- Steve Bailey Senior Managing Director and Chief Executive Officer, Loan Administration    /s/ Kevin Meyers - ------------------------------------- Kevin Meyers Managing Director and Chief Financial Officer, Loan Administration     -----END PRIVACY-ENHANCED MESSAGE-----