Becky Smith signed a note in the amount of $200,000 in favor of Country Home Loans, Inc., to obtain a loan to buy a house in Marrero, Louisiana. The note was endorsed "Pay to the order of without recourse Country Home Loans, Inc." Almost five years later Smith defaulted on the payments. The Federal National Mortgage Association (Fannie Mae) wanted to foreclose on the house and sell it to recover the balance due. Smith argued that the words "to the order of " in the endorsement made the note an incomplete order instrument and that Fannie Mae could not enforce it. What is Fannie Mae's best response to this argument?

Pursuant to U.C.C. § 3-203, transfer of instrument is when an instrument is delivered by a person other than an issuer for the purpose of giving to a receiver the right to enforce the instrument. The transfer vests in a transferee the transferor's right to enforce the instrument. The rights include the right as a holder in due course. However, the transferee cannot acquire rights of a holder in due course by a transfer, directly or indirectly, from a holder in due course if the transferee engaged in fraud or illegality affecting the instrument. When an instrument is transferred for value , a transferee does not become a holder because of lack of indorsement. Moreover, when a transferor purports to transfer less than the entire instrument, the negotiation of the instrument does not occur.

The best response of Fannie mae’s to this argument is because Becky Smith signed a note and she cannot own that property as the note was in country home loans name and he defaulted payment under that law.