Changes in Registrants Certifying Accountant

(1)

As previously disclosed in the Companys Annual Report on Form
10-K for the fiscal year ended December 31, 2015, subsequent
to the filing of the Companys Form 10-K for the year ended
December 31, 2014, the Public Company Accounting Oversight
Board conducted an inspection of Deloittes audit of the
Companys 2014 consolidated financial statements and internal
control over financial reporting. Following this inspection,
during the fourth quarter of 2015, Deloitte requested a
re-evaluation of certain internal controls. In re-evaluating
these controls, management identified two control
deficiencies in internal control over financial reporting and
determined that these deficiencies were material weaknesses
at December 31, 2014. The material weaknesses were related to
the design of 1) the review of the broker price opinions used
to record real estate owned and real estate assets held for
sale, including monitoring the internal controls that are in
place at the vendors utilized by the Company to provide fair
value information for individual properties and 2) the review
of the assumptions used to determine the fair value of
mortgage loans, in each case related to the financial
statements of Altisource Residential Corporation (RESI),
which had been consolidated into the Companys consolidated
financial statements for all periods through December 31,
2015. These material weaknesses had no impact on the Companys
financial position, results of operations or cash flows as of
and for the year ended December 31, 2014. As of December 31,
2015, the Company had remediated the material weakness
relating to the review of the broker price opinions used to
record real estate owned and real estate assets held for
sale. The second material weakness, related to the review of
assumptions, including consideration of market transactions
utilized in its determination of the fair value of the
mortgage loans, remained as of December 31, 2015; however,
this remaining material weakness had no impact on the
Companys financial position, results of operations or cash
flows as of and for the year ended December 31, 2015. In
addition, as a result of the deconsolidation of RESI from the
Company’s consolidated financial statements as of January 1,
2016, the second material weakness relating to the
assumptions utilized in determining the fair value of
mortgage loans was no longer applicable to the Company
immediately following December 31, 2015.

(2)

As previously disclosed in the Companys Quarterly Report on
Form 10-Q/A for the three months ended June 30, 2016, the
Company had concluded that its disclosure controls and
procedures as of June 30, 2016 were not effective at the
reasonable assurance level. This conclusion was based solely
on a material weakness in the Companys internal control over
financial reporting relating to the operation of its review
procedures for the consolidated financial statements and
footnotes, which resulted in an error in the disclosure of
loss per share of common stock for the three and six months
ended June 30, 2016. Although the Company had correctly
reported the net loss attributable to stockholders and
weighted average common stock outstanding for the period
ended June 30, 2016, an error was identified in the loss per
share of common stock for the three and six months ended June
30, 2016, causing the Company to amend the Form 10-Q to
correct the error. This material weakness was fully
remediated by the Company as of December 31, 2016.