FIRST SIERRA RECEIVABLES II INC
8-K, 1998-10-16
ASSET-BACKED SECURITIES
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<PAGE>   1
                       Securities and Exchange Commission

                             Washington, D.C. 20549

                                    Form 8-K

                                 Current Report


                     PURSUANT TO SECTION 13 or 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                Date of Report (Data of earliest event reported)

                                 August 1, 1997

                        FIRST SIERRA RECEIVABLES II, INC.
                        ---------------------------------
             (exact name of Registrant as specified in its charter)



         Delaware                     33-988288                76-0543174
         --------                     ---------                ----------
(State or Other Jurisdiction of    (Commission File          (IRS Employer
      Incorporation)                    Number)            Identification No.


Suite 7050
600 Travis Street
Houston, TX                                                    77002
- -----------                                                    -----
(Address of Principal Executive)                              (Zip Code)


   Registrant's telephone number, including area code:        713-221-8822


<PAGE>   2
Item 1.                    Business

The Registrant is a wholly-owned subsidiary of First Sierra Financial, Inc.
formed solely for the purpose of acquiring from First Sierra Financial, Inc.
certain leases (the "Leases") and interests in equipment underlying the leases
(together the "Receivables") and securitizing the Receivables through the
issuance of Certificates. As a bankruptcy remote entity, the Registrant's
operations are restricted so that (a) it does not engage in business with, or
incur liabilities to, any other entity which may bring bankruptcy proceedings
against the Registrant and 9b) the risk is diminished that it will be
consolidated into the bankruptcy proceedings of any other entity. The Registrant
has no other assets except the Receivables and proceeds thereof.

Item 2.                    Acquisition or Disposition of Assets

         None

Item 7.                    Financial Statements, Pro Forma Financial Information
                           and Exhibits

(a)      Not Applicable

(b)      Not Applicable

(c)      Exhibits

         1.1 Servicing Reports for the collection periods ending in August 1,
             1997.


<PAGE>   3
                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.


                                           First Sierra Receivables II, Inc.


                                           By: /s/ E. R. Gebhart
                                           -----------------------
                                           Name: E. R. Gebhart
                                           Title:   Vice President



                                        2
<PAGE>   4


                               INDEX TO EXHIBITS

       1.1      Servicing Reports for the collection periods ending in August 1,
                1997.



<PAGE>   1
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-1
- -------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97

<TABLE>
<S>                                                              <C>          
ADCPB BALANCE
Initial ADCPB                                                    85,790,915.00
Prior Month ADCPB                                                76,404,223.85
Current Month ADCPB (Before addition of New Property)            74,059,808.77
Base Principal Amount (Prior - Current)                           2,344,415.07
Add:  ADCPB of New Transferred Property                                   0.00
Ending ADCPB (Current + ADCPB of New Property)                   74,059,808.77

CLASS A INTEREST SCHEDULE

     Prior Month Class A Principal Balance                       65,707,632.61
     Class A Certificate Rate                                             6.85%
     One twelfth of Class A Certificate Rate                              0.57%
     Class A Certificate Interest                                   375,081.07
     Prior Month Class A Overdue Interest                                 0.00

     Class A Interest Due                                           375,081.07
     Class A Interest Paid                                          375,081.07

     Current Month Class A Overdue Interest                               0.00

CLASS A PRINCIPAL SCHEDULE

     Prior Month Class A Principal Balance                       65,707,632.61
     Class A Percentage                                                  86.00%
     Base Principal Amount                                        2,344,415.07
     Class A Base Principal Distribution Amount                   2,016,196.96
     Prior Month Class A Overdue Principal                                0.00
     Total A Note Principal Due                                   2,016,196.96

     Class A Principal Paid                                       2,016,196.96

     Class A Overdue Principal                                            0.00
                                                                          ----

     Current Month Class A Principal Balance                     63,691,435.65
</TABLE>



                                     Page 1
<PAGE>   2
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-1
- -------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97


CLASS B-1 INTEREST SCHEDULE

<TABLE>
<S>                                                              <C>         
     Prior Month Class B-1 Principal Balance                       3,056,169.34
     Class B-1 Certificate Rate                                            7.63%
     One twelfth of Class B-1 Certificate Rate                             0.64%
     Class B-1 Certificate Interest                                   19,432.14
     Prior Month Class B-1 Overdue Interest                                0.00

     Class B-1 Interest Due                                           19,432.14
     Class B-1 Interest Paid                                          19,432.14

     Current Month Class B-1 Overdue Interest                              0.00

CLASS B-1 PRINCIPAL SCHEDULE

     Prior Month Class B-1 Principal Balance                       3,056,169.34
     Class B-1 Percentage                                                  4.00%
     Base Principal Amount                                         2,344,415.07
     Class B-1 Base Principal Distribution Amount                     93,776.60
     Prior Month B-1 Overdue Principal                                     0.00
     Total B-1 Note Principal Due                                     93,776.60
                                                                      ---------

     Class B-1 Principal Paid                                         93,776.60


     Class B-1 Overdue Principal                                           0.00

     Current Month Class B-1 Principal Balance                     2,962,392.74
</TABLE>


                                     Page 2
<PAGE>   3
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-1
- -------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97


CLASS B-2 INTEREST SCHEDULE

<TABLE>
<S>                                                             <C>         
     Prior Month Class B-2 Principal Balance                    3,056,169.34
     Class B-2 Certificate Rate                                         8.17%
     One twelfth of Class B-2 Certificate Rate                          0.68%
     Class B-2 Certificate Interest                                20,807.42
     Prior Month Class B-2 Overdue Interest                             0.00

     Class B-2 Interest Due                                        20,807.42
     Class B-2 Interest Paid                                       20,807.42

     Current Month Class B-2 Overdue Interest                           0.00

CLASS B-2 PRINCIPAL SCHEDULE

     Prior Month Class B-2 Principal Balance                    3,056,169.34
     Class B-2 Percentage                                               4.00%
     Base Principal Amount                                      2,344,415.07
     Class B-2 Base Principal Distribution Amount                  93,776.60
     Prior Month B-1 Overdue Principal                                  0.00
     Total B-1 Note Principal Due                                  93,776.60

     Class B-2 Principal Paid                                      93,776.60

     Class B-2 Overdue Principal                                        0.00

     Current Month Class B-2 Principal Balance                  2,962,392.74
</TABLE>


                                     Page 3
<PAGE>   4
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-1
- -------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97


SERVICING FEE SCHEDULE

<TABLE>
<S>                                                <C>       
     Prior Month ADCPB                                76,404,224
     Servicer Fee Rate                                    0.5000%
     One-twelfth                                          0.0417%
     Servicer Fee                                      31,835.09

     Prior Servicer Fee Arrearage                           0.00
     Servicer Fee Due                                  31,835.09

     Servicer Fee Paid                                 31,835.09

     Current Servicing Fee Arrearage                        0.00

BACK-UP SERVICING FEE SCHEDULE

     Prior Month ADCPB                                76,404,224
     Back-Up Servicer Fee Rate                            0.0130%
     One-twelfth                                          0.0011%
     Back-up Servicer Fee                                 827.71

     Prior Back-Up Servicer Fee Arrearage                   0.00
     Total Back-Up Servicer Fee Due                       827.71

     Back-Up Servicer Fee Paid                            827.71

     Current Back-Up Servicing Fee Arrearage                0.00


TRUSTEE FEE SCHEDULE

     Trustee Fee                                          291.67
     Trustee Fee Rate                                     0.0100%

     Prior Trustee Fee Arrearage                            0.00
     Total Trustee Fee Due                                291.67

     Trustee Fee Paid                                     291.67

     Current Trustee Fee Arrearage                          0.00


CERTIFICATE PREMIUM SCHEDULE

     Class A Certificate Principal Balance         65,707,632.61
     Monthly Premium Rate                                 0.0208%
     Prior Premium Arrearage                                0.00
     Premium Amount Due                                13,689.00

     Premium Amount Paid                               13,689.00

     Current Premium Arrearage                              0.00
</TABLE>



                                     Page 4
<PAGE>   5
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-1
- -------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97

EARLY AMORTIZATION EVENTS

(a)   Default in the payment to the Class A Certificateholders or the Class B
      Certificateholders of any interest or principal due hereunder in
      accordance with the provisions of Section 6.06 when such payment becomes
      due and payable and continuance of such default for a period of five
      business days; or [10.01 (a)]

(b)   Default in the performance, or breach, of the any covenant or agreement
      of the Depositor in this Agreement (other than a covenant or agreement a
      default in whose performance or whose breach is elsewhere in this section
      10.01 specifically dealt with), and continuance of such default or breach
      for a period of 30 days after there has been given, by registered or
      certified mail, to the Depositor by the Service, the Certificate Insurer
      or the Trustee, or to the Depositor, the Certificate Insurer and the
      Trustee by the Certificateholders of at least 50% in aggregate principal
      amount of the outstanding Class A Certificates a written notice specifying
      such default or breach and requiring it to be remedied and stating that
      such notice is a "Notice of default" hereunder, or it, in any such case,
      the Depositor have consented in writing that any such event shall be an
      Early Amortization Event; or [10.01 (b)]

 (c) Any proceeding shall be instituted against the Depositor (or, if the
     Depositor is actively contesting the merits thereof, such proceeding is not
     dismissed within 90 days) seeking to adjudicate it a bankrupt or insolvent,
     or seeking liquidation, winding up, reorganization, arrangement,
     adjustment, protection, relief or composition of it or any of its
     Indebtedness under any law relating to bankruptcy, insolvency or
     reorganization or relief of debtors, or seeking the entry of an order for
     relief or the appointment of a receiver, trustee, custodian or other
     similar official for it or for any substantial part of its property, or any
     of the actions sought in such proceeding (including, without limitation,
     the entry of an order for relief against, or the appointment of a receiver,
     trustee, custodian or other similar official for, it or for any substantial
     part of its property) shall occur; or [10.01 (c)]

(d)   The commencement by the Depositor of a voluntary case or proceeding under
      any applicable Federal or state bankruptcy, insolvency, reorganization or
      other similar law or of any other case or proceeding to be adjudicated a
      bankrupt or insolvent, or the consent by it to the entry of a decree or
      order for relief in respect of the Depositor in an involuntary case or
      proceeding under any applicable Federal or state bankruptcy, insolvency,
      reorganization or other similar law or to the commencement of any
      bankruptcy or insolvency case or proceeding against it, or the filing by
      it of a petition or answer or consent seeking reorganization or relief
      under any applicable Federal or State law, or to the consent by it to the
      filing of such petition or to the appointment or taking possession by a
      custodian, receiver, liquidator, assignee, trustee, sequestrator or
      similar official of the Depositor or of any substantial part of its
      property, or the making by it of an assignment for the benefit of
      creditors, or the making by it of an admission by it in writing of its
      inability to pay its Debts generally as they become due, or the taking of
      corporate action by the Depositor in furtherance of any such action; or
      [10.01 (d)]

(e)   Judgments or orders in respect of money (other than such judgements or 
      orders in respect of which adequate insurance is maintained for the
      payment thereof) against the Depositor shall remain unpaid, unstayed on
      appeal, undischarged, unbonded or undismissed for a period of 30 days or
      more; or [10.01 (e)]

(f)   There is a material breach of any of the representations and warranties of
      the Depositor set forth in Section 3.01 (a) and continuance of such
      default or breach for a period of 30 days after there has been given, by
      registered or certified mail, to the Depositor by the Servicer, the
      Certificate Insurer or the Trustee, or to the Depositor, the Certificate
      Insurer and the Trustee by the Certificateholders of at least 50% in
      aggregate principal amount of the outstanding Class A Certificates a
      written notice specifying such default or breach and requiring it to be
      remedied and stating that such notice is a "Notice of Default" hereunder,
      our if, in any such case, the Depositor have consented in writing that any
      such event shall be an Early Amortization Event; or [10.01 (f)]

(g)   The Trust Certificate Percentage Interest is less than the Subordinated
      Amount; or [10.01 (g)]

(h)   A Gross Charge-Off Event has occurred and is continuing; or [10.01 (h)]

(i)   A Delinquency Trigger Event has occurred and is continuing; or

(j)   An Event of Servicing Termination has been declared; or [10.01 (j)]

(k)   The Certificate Insurer has made an insured Payment under the policy.
      [10.01 (k)]


                                     Page 5
<PAGE>   6
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-1
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97

RESTRICTING EVENT CALCULATIONS
- ------------------------------

      (a)  Event of Servicer Termination (Yes/No)                     No
                                                                  ------------

      (b)  Certificate Insurer makes an Insured Payment               No
                                                                  ------------

      (a)  Gross Charge-Off Event (Yes/No)                            No
                                                                  ------------

      (b)  Delinquency Trigger Event                                  No
                                                                  ------------

EVENTS OF SERVICER TERMINATION
- ------------------------------

(i)    Any failure by the Servicer to make any payment, deposit, transfer or
       delivery required to be made hereunder (other than with respect to the
       Monthly Servicer Report, As to which the remedy is set forth in section
       11.01 (a) (ii) hereof) on the date of such payment, deposit, transfer or
       delivery is required to be made; [11.01 (a)(i)]

(ii)   Any failure by the Servicer to submit a Monthly Statement pursuant to
       Section 6.07 hereof that continues unremedied for a period of three
       business days after the earlier of the date upon which (A) the
       Certificate Insurer or a Certificateholder provides written notification
       to the Servicer of such failure or (B) the Depositor becomes aware that
       the Certificate Insurer and the Certificateholders have not received a
       copy of the Monthly Report in accordance with the provisions hereof
       (provided that the Servicer shall be granted a two business day grace
       period on not more than one occasion during each Collection Period);
       [11.01 (a)(ii)]

(iii)  Any failure on the part of the Servicer duly to observe or perform in any
       material respect any other covenants or agreements of the Servicer set
       forth in the Certificates or in this agreement, as in the case may be, or
       any breach of representation or warranty of the Servicer set forth in
       Section 3.02 of this Agreement, which failure or breach (A) materially
       and adversely affects the rights of the Trustee, Certificateholder, the
       Certificate Insurer or the Depositor and (B) continues unremedied for a
       period of 30 days after the earlier Activities related to Collection
       Period Ended 1/1/97 remedied, shall have been given to a Servicing
       Officer of the Servicer or a Responsible Officer of the Trustee by the
       Depositor or any Holder of Certificates or (y) the date on which any
       Servicing Officer or Responsible Officer of the Trustee first knows, or
       reasonably should have known, of such failure or breach; [11.01 (a)(iii)]

(iv)   The Servicer shall consent to the appointment on a custodian, receiver,
       trustee or liquidator (or other similar official) of itself, or of a
       substantial part of its property, or shall admit in writing its inability
       to pay its debts generally as they come due, a court of competent
       jurisdiction shall determine that the Servicer is generally not paying
       its debts as they come due or the Servicer shall make a general
       assignment for the benefit of creditors; [11.01 (a)(iv)]

(v)    The Servicer shall file a voluntary petition in bankruptcy or a voluntary
       petition or an answer seeking reorganization in a proceeding under any
       bankruptcy laws (as now defined hereafter in effect) or an answer
       admitting the material allegation of a petition filed against the
       Servicer shall, by voluntary petition, answer or consent, seek relief
       under the bankruptcy or other similar law providing for the
       reorganization or winding up of debtors, or providing for an agreement,
       composition, extension or adjustment with its creditors; [11.01 (a)(v)]

(vi)   An order, judgment or decree in excess of [$500,000] shall be entered in
       any proceeding by any court of competent jurisdiction appointing, without
       the consent (express or legally implied) of the Servicer, a custodian,
       receiver, trustee or liquidator (or other similar official) of the
       Servicer, or any substantial part of its property, or sequestering any
       substantial part of its property, and any such order, judgement or decree
       or appointment or sequestration shall remain in force undismissed,
       unstayed or unvacated for a period of [90] days after the date of entry
       thereof; [11.01 (a)(vi)]

(vii)  A petition against the Servicer in a proceeding under applicable
       bankruptcy laws or the insolvency laws, as now or hereafter in effect,
       shall be filed and shall not be stayed, withdrawn or dismissed within 60
       days thereafter, or if, under the provisions of any of any law providing
       for reorganization or winding up of debtors which may apply to the
       Servicer, or any substantial part of its property, and such jurisdiction,
       custody or control shall remain in force unrelinquished, unstayed or
       unterminated for a period of 60 days; [11.01(a)(vii)]

(viii) Any assignment by the Servicer to a delegate of its duties or rights
       hereunder, except as specifically permitted hereunder, or any attempt to
       make such an assignment; or [11.01 (a)(viii)]

(ix)   for so long as the Servicer is First Sierra, its Total Capital is less
       than $9 million. [11.01 (a)(ix)]



                                     Page 1

<PAGE>   7
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-1
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97


GROSS CHARGE-OFFS (>=160 AND ACCOUNTS BOUGHT BACK BY SOURCE)
- ------------------------------------------------------------

<TABLE>
<CAPTION>
                               Gross                         Gross                          Monthly
                             Defaults       Recoveries    Charge-Offs       ADCPB         Charge-Offs
                             --------       ----------    -----------       -----         -----------

<S>                           <C>             <C>              <C>        <C>                <C>  
           2 months prior     102,956         102,956          0          78,845,490         0.00%
           1 month prior       51,944          51,944          0          76,615,468         0.00%
           Current            299,823         299,823          0          73,964,797         0.00%


                                                                                             0.00%
                                                                                             2.50%
</TABLE>


30+ DELINQUENCIES
- -----------------

<TABLE>
<CAPTION>
                                                                   Monthly
                           Delinquencies     ADCPB              Delinquencies
                           -------------     -----              -------------

<S>                         <C>            <C>                      <C>  
           2 months prior   4,343,854      78,845,490               5.51%
           1 month prior    4,672,898      76,615,468               6.10%
           Current month    3,127,329      73,964,797               4.23%

                           Delinquency Ratio:                       5.28%
                           Maximum Delinquency Ratio:               6.00%
</TABLE>





                                     Page 2
<PAGE>   8

FIRST SIERRA EQUIPMENT LEASE TRUST 1996-1
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97
ISSUER RESTRICTING EVENT CALCULATIONS
- -------------------------------------

      (a)  Gross Defaults (>=180)                                      No
                                                                  ------------

      (b)  Issuer Delinquency Trigger Ratio                            No
                                                                  ------------


GROSS DEFAULTS (>=180)
- ----------------------
<TABLE>
<CAPTION>
                                                               Monthly
                           Gross Defaults    ADCPB           Charge-Offs
                           --------------    -----           -----------

<S>                        <C>             <C>               <C>  
           Current                  0      73,964,797           0.00%


                 i A       Subordinated Percentage             10.00%
                   B       WAL of Remaining Leases              1.91
                ii         Two Ratio (i/ii)                     2.62%
</TABLE>


ISSUER DELINQUENCY TRIGGER RATIO (90+ DAYS)
- -------------------------------------------

<TABLE>
<CAPTION>
                                                               Monthly
                           Delinquencies     ADCPB          Delinquencies
                           -------------     -----          -------------

<S>                           <C>          <C>                  <C>  
           2 months prior     673,826      78,845,490           0.85%
           1 month prior      788,164      76,615,468           1.03%
           Current month      384,752      73,964,797           0.52%


                           Issuer Delinquency Trigger Ratio:    0.80%
                           Maximum Ratio Allowed:               2.50%
</TABLE>


EARLY AMORTIZATION EVENT
- ------------------------

      (1)  Is Subordinate Interest less than 8.86% of ADCPB?       No
                                                               ----------

      (2)  Has a Gross Charge-Off Event Occurred?                  No
                                                               ----------

      (3)  Has a Delinquency Event Occurred?                       No
                                                               ----------



                                     Page 3

<PAGE>   9



FIRST SIERRA EQUIPMENT LEASE TRUST 1996-1
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97

       Aging/Delinquency Statistics
       ----------------------------
<TABLE>
<CAPTION>
                                                                                     ADCPB              Total 
                                                                                                              
<S>                                                                                <C>                  <C>   
       Current                                                                     70,837,469           95.77%
       31-60 Days Past Due                                                          2,218,050            3.00%
       61-90 Days Past Due                                                            524,527            0.71%
       91+ Days Past Due                                                              384,752            0.52%
                                                                                   ----------          ------ 
                                                                                                              
       Total                                                                       73,964,797          100.00%
</TABLE>


<TABLE>
<S>                                                                             <C>
       Certificate Factors
       -------------------

       Class A Notes                                                              0.863259342
       Class B-1 Notes                                                            0.863259353
       Class B-2 Notes                                                            0.863259353


       Substitution Limits [Section 7]
       -------------------------------

       ADCPB as of Cut-Off Date                                                 85,790,915.00
       Maximum Substitution (10% of Initial)                                     8,579,091.50
       Maximum Substitution for Defaulted Contracts (5% of Initial)              4,289,545.75
                                                                                             
       Prior month Cumulative ADCPB Substituted                                  3,332,268.58
       Current month ADCPB Substituted                                                   0.00
       Cumulative ADCPB Substituted                                              3,332,268.58
                                                                                             
       Prior month Cumulative ADCPB Substituted for Defaulted Contracts          1,980,863.06
       Current month ADCPB Substituted Defaulted Contracts                               0.00
       Cumulative ADCPB Substituted for Defaulted Contracts                      1,980,863.06


       Portfolio Prepayment Statistics                                                       
       -------------------------------

       Prior month Cumulative ADCPB prepaid                                      5,038,186.07
       Current month ADCPB prepaid                                                 471,634.84
       Cumulative ADCPB prepaid                                                  5,509,820.91
                                                                                             
       Prior month Cumulative ADCPB Defaulted                                    2,584,325.35
       Current month ADCPB Defaulted                                               189,184.99
       Cumulative ADCPB Defaulted                                                2,773,510.34
</TABLE>



                                     Page 1
<PAGE>   10

FIRST SIERRA EQUIPMENT LEASE TRUST 1996-1
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97


- --------------------------------------------------------------------------------


<TABLE>
<S>                                                                                  <C>        
BEGINNING ACCOUNT BALANCES                                                           343,572.12 
- --------------------------
                                                                                                
LOCKBOX ACCOUNT                                                                                 
- ---------------

    Transfer of prior period Payments not yet transferred to Collection Account      (55,943.58)
    Transfer of prior period Excluded Amounts not yet transferred                    (53,181.68)
    Collections Received [5.02 (b)(d)] 2,786,877.85 Excluded Amounts                            
       [5.02 (d)][Definition]                                                     (1,182,278.56)
    Collections on Deposit due Collection Account [5.02 (d)]                      (1,654,232.75)
                                                                                                
    Ending Balance                                                                   184,813.40 
</TABLE>


<TABLE>
<S>                                                                                         <C>
COLLECTION ACCOUNT
- ------------------

    BEGINNING BALANCE @ 7/1/97                                                              1,550,585.39
    --------------------------

    ACTIVITIES RELATED TO COLLECTION PERIOD ENDED 7/1/97
    ----------------------------------------------------
    Add:  Servicer Advance                                                                  1,324,192.09
    Add:  Payments due Collection Account from last 2 business days prior period               55,943.58
    Add:  Add'l transfers                                                                           0.00
    Add:  Amounts to Collection Acct from Security deposit account                                  0.00
    Less: Total distributions on 6/10/97                                                   (2,930,721.06)

    ACTIVITIES RELATED TO COLLECTION PERIOD ENDED 8/1/97
    ----------------------------------------------------
    Aggregate Amount of Actual Payments [6.01 b(i)]                                         1,670,926.40
    Add: Servicer Advances [5.03][6.01 b(ii)]                                                       0.00
    Add: Sch. Payments, Final Payments or Purchase Option from Sec. Deposit 
      Account [6.01 b(iii)]                                                                         0.00
    Add: Reconveyance Amounts by Servicer [6.01 b(iv)]                                              0.00
    Add: Any Investment Earnings [6.01 b(v)]                                                    5,144.28
    Add: Deposits from New Transferred Property Funding Account [6.01 b(vi)]                        0.00
    Add: Amount Payable to Class A Certificateholders under 6.04 d [6.01 b(vii)]                    0.00
    Add: Advance Payments Due and Owing for Collection Period [6.01 c]                              0.00
    Add: Security Deposits Related to Prepayment                                                    0.00
    Add: Offset Amount as Provided by 5.12 [6.01 c]                                                 0.00
    Less: Amounts transferred to the New Transferred Property Funding Account [6.01 d]              0.00
    Less: Amounts Servicer Advanced but deems uncorrectable [6.01 d]                                0.00
    Less: Payments due Collection Acct. from last 2 business days in calendar mo.                   0.00

    Ending Balance @ 7/31/97 and 8/1/97                                                     1,676,070.68

    Add: Servicer Advances to be deposited on Determination Date                              885,478.57
    Add: Payments due Collection Acct from last 2 business days                               139,308.47
    Add: Payments not yet transferred to the Collection Account                                     0.00
    Add: Amounts to Collection Account from Security Deposit Account [6.02 c]                       0.00

    Adjusted Collection Account Balance                                                     2,700,857.72
</TABLE>



                                     Page 1
<PAGE>   11
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-1
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97

<TABLE>
<S>                                                                                                       <C>               <C>
SECURITY DEPOSIT ACCOUNT
- ------------------------

    Beginning Balance                                                                                     134,149.48
    Add: Balance deposited on closing date                                                                      0.00
    Add: Security Deposits [6.02 b]                                                                             0.00
    Less: Amounts to Collection Account [6.02 c]                                                                0.00
    Add:  Investment Earnings                                                                                 620.78
                                                                                                          ----------

    Ending Balance @ 7/31/97                                                                              134,770.26

    Less: Amounts to Collection Account [6.02 c]                                                                0.00

    Adjusted Security Deposit Account Balance                                                             134,770.26


NEW TRANSFERRED PROPERTY FUNDING ACCOUNT
- ----------------------------------------

    Beginning Balance                                                                                                      0.00
    -----------------

    Add: Amount Transferred from Collection Account in consid. of New Trans. Property [6.05 i 1]                           0.00
    Add: Amount Transferred to New Transferred Property Funding Account [6.05 ii]                                          0.00
    Less: Amount Transferred from Collection Account in consid. of New Trans. Property [6.05 iii]                          0.00
                                                                                                                           ----

    Ending Balance @ 7/31/97                                                                                               0.00

    Add: Amount Transferred from Collection Account in consid. of New Trans. Property [6.05 i 1]                           0.00

    Less: Amount Transferred from Collection Account in consid. of New Trans. Property [6.05 iii]                          0.00
                                                                                                                           ----

    Adjusted New Transferred Property Funding Account Balance                                                              0.00
</TABLE>



                                     Page 2

<PAGE>   12
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-1
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97

<TABLE>
<S>                                                                                    <C>                        <C>
AVAILABLE AMOUNT TO CERTIFICATE HOLDERS                                                2,700,857.72
- ---------------------------------------

DISBURSEMENTS FROM COLLECTION ACCOUNT (ON AND AFTER INITIAL AMORTIZATION DATE)
- ------------------------------------------------------------------------------

    (i)    Initial Unpaid Amts inadvertently dep. in Collection Account [6.06 c(i)]                                        0.00

    (ii)   Indemnity payments paid inadvertently dep. in Collection Account [6.06 c(ii)]                                   0.00

    (iii)  Aggregate of: [6.06 c(iii)]
           (A)    Unreimbursed Servicer Advances from prior periods                                                        0.00
           (B)    Servicer Fee and unpaid Servicer Fee                                                                31,835.09
           (C)    Servicing Charges inadvertently deposited in Collection Account                                          0.00

    (iv)   Current and unpaid Back-up Servicing Fees [6.06 c(iv)]                                                        827.71

    (v)    Premium Amount due on Payment Date and unpaid Premiums [6.06 c(v)]                                         13,689.00

    (vi)   Trustee Fee due on Payment Date and unpaid Trustee Fees [6.06 c(vi)]                                          291.67

    (vii)  Class A Certificate Interest and Overdue Class A Interest [6.06 c(vii)]                                   375,081.07

    (viii) Class B-1 Certificate Interest and Overdue Class B-1 Interest [6.06 c(viii)]                               19,432.14

    (ix)   Class B-2 Certificate Interest and Overdue Class B-2 Interest [6.06 c(ix)]                                 20,807.42

    (x)    Class A Base Principal Distribution Amount and Overdue Class A Principal [6.06 c(x)]                    2,016,196.96

    (xi)   Certificate Insurer Reimbursement Amount, if any, due on Payment Date [6.06 b(xi)]                              0.00

    (xii)  Class B-1 Base Principal Distribution Amount and Overdue Class B-1 
           Principal [6.06 c(xii)] provided no restricting event exists                                               93,776.60

    (xiii) Class B-2 Base Principal Distribution Amount and Overdue Class B-2 Principal [6.06 c(xiii)]
           provided no restricting event or issuer restricting event exists                                           93,776.60

    (xiv)  Any amounts due Servicer under 9.03 [6.06 b(xiv)]                                                               0.00

    (xv)   Prepayments optionally transferred to collection account and disbursed in
           consideration of the transfer of New Transferred Property not in excess of
           $5,000,000 [6.06 c(xv)]                                                                                         0.00

    (xvi)  To the Holder of the Trust Certificate any remaining amounts [6.06 b(xiii)]                                35,143.44
</TABLE>


    Reviewed By:



    -------------------------------------------------------------------------
    Craig M. Spencer
    Senior Vice President and
    Chief Accounting Officer




                                     Page 3
<PAGE>   13
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-2
- -------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97

<TABLE>
ADCPB Balance
<S>                                                        <C>          
Prior Month ADCPB                                          72,024,845.54
Initial ADCPB                                              72,024,925.77
Current Month ADCPB (Before addition of New Property)      70,466,194.67
Base Principal Amount (Prior - Current)                     1,558,650.86
Add:  ADCPB of New Transferred Property                     1,558,780.41
Ending ADCPB (Current + ADCPB of New Property)             72,024,975.08

CLASS A INTEREST SCHEDULE

     Prior Month Class A Principal Balance                 63,381,510.00
     Class A Certificate Rate                                       6.29%
     One twelfth of Class A Certificate Rate                        0.52%
     Class A Certificate Interest                             332,224.75
     Prior Month Class A Overdue Interest                           0.00

     Class A Interest Due                                     332,224.75
     Class A Interest Paid                                    332,224.75

     Current Month Class A Overdue Interest                         0.00

CLASS A PRINCIPAL SCHEDULE

     Prior Month Class A Principal Balance                 63,381,510.00
     Class A Percentage                                            88.00%
     Base Principal Amount                                  1,558,650.86
     Class A Base Principal Distribution Amount                     0.00
     Prior Month Class A Overdue Principal                          0.00
     Total A Note Principal Due                                     0.00

     Class A Principal Paid                                         0.00

     Class A Overdue Principal                                      0.00
                                                          --------------
     Current Month Class A Principal Balance               63,381,510.00
</TABLE>


                                     Page 1
<PAGE>   14
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-2
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97


CLASS B-1 INTEREST SCHEDULE

<TABLE>
<S>                                                       <C>         
    Prior Month Class B-1 Principal Balance                2,160,733.00
    Class B-1 Certificate Rate                                    7.01%
    One twelfth of Class B-1 Certificate Rate                     0.58%
    Class B-1 Certificate Interest                            12,622.28
    Prior Month Class B-1 Overdue Interest                         0.00

    Class B-1 Interest Due                                    12,622.28
    Class B-1 Interest Paid                                   12,622.28

    Current Month Class B-1 Overdue Interest                       0.00

CLASS B-1 PRINCIPAL SCHEDULE

    Prior Month Class B-1 Principal Balance                2,160,733.00
    Class B-1 Percentage                                          3.00%
    Base Principal Amount                                  1,558,650.86
    Class B-1 Base Principal Distribution Amount                   0.00
    Prior Month B-1 Overdue Principal                              0.00
    Total B-1 Note Principal Due                                   0.00
                                                                   ----

    Class B-1 Principal Paid                                       0.00


    Class B-1 Overdue Principal                                    0.00

    Current Month Class B-1 Principal Balance              2,160,733.00
</TABLE>



                                       Page 2
<PAGE>   15
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-2
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97


CLASS B-2 INTEREST SCHEDULE

<TABLE>
<S>                                                           <C>         
  Prior Month Class B-2 Principal Balance                        1,800,611.00
  Class B-2 Certificate Rate                                             8.22%
  One twelfth of Class B-2 Certificate Rate                              0.69%
  Class B-2 Certificate Interest                                    12,334.19
  Prior Month Class B-2 Overdue Interest                                 0.00

  Class B-2 Interest Due                                            12,334.19
  Class B-2 Interest Paid                                           12,334.19

  Current Month Class B-2 Overdue Interest                               0.00

CLASS B-2 PRINCIPAL SCHEDULE

  Prior Month Class B-2 Principal Balance                        1,800,611.00
  Class B-2 Percentage                                                   2.50%
  Base Principal Amount                                          1,558,650.86
  Class B-2 Base Principal Distribution Amount                           0.00
  Prior Month B-1 Overdue Principal                                      0.00
  Total B-1 Note Principal Due                                           0.00

  Class B-2 Principal Paid                                               0.00

  Class B-2 Overdue Principal                                            0.00

  Current Month Class B-2 Principal Balance                      1,800,611.00
</TABLE>



                                     Page 3
<PAGE>   16
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-2
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97


SERVICING FEE SCHEDULE

<TABLE>
<S>                                                          <C>       
         Prior Month ADCPB                                      72,024,846
         Servicer Fee Rate                                          0.5000%
         One-twelfth                                                0.0417%
         Servicer Fee                                            30,010.35

         Prior Servicer Fee Arrearage                                 0.00
         Servicer Fee Due                                        30,010.35

         Servicer Fee Paid                                       30,010.35

         Current Servicing Fee Arrearage                              0.00

BACK-UP SERVICING FEE SCHEDULE

         Prior Month ADCPB                                      72,024,846
         Back-Up Servicer Fee Rate                                  0.0200%
         One-twelfth                                                0.0017%
         Back-up Servicer Fee                                     1,200.41

         Prior Back-Up Servicer Fee Arrearage                         0.00
         Total Back-Up Servicer Fee Due                           1,200.41

         Back-Up Servicer Fee Paid                                1,200.41

         Current Back-Up Servicing Fee Arrearage                      0.00


TRUSTEE FEE SCHEDULE

         Trustee Fee                                                291.67

         Prior Trustee Fee Arrearage                                  0.00
         Total Trustee Fee Due                                      291.67

         Trustee Fee Paid                                           291.67

         Current Trustee Fee Arrearage                                0.00


CERTIFICATE PREMIUM SCHEDULE

         Class A Certificate Principal Balance               63,381,510.00
         Premium Rate                                               0.0200%
         Prior Premium Arrearage                                      0.00
         Premium Amount Due                                      12,676.00

         Premium Amount Paid                                     12,676.00

         Current Premium Arrearage                                    0.00
</TABLE>



                                     Page 4
<PAGE>   17
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-2
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97

EARLY AMORTIZATION EVENTS

(a)   Default in the payment to the Class A Certificateholders or the Class
      B Certificateholders of any interest or principal due hereunder in
      accordance with the provisions of Section 6.06 when such payment becomes
      due and payable and continuance of such default for a period of five
      business days; or [10.01 (a)]

(b)   Default in the performance, or breach, of the any covenant or
      agreement of the Depositor in this Agreement (other than a covenant or
      agreement a default in whose performance or whose breach is elsewhere in
      this section 10.01 specifically dealt with), and continuance of such
      default or breach for a period of 30 days after there has been given, by
      registered or certified mail, to the Depositor by the Service, the
      Certificate Insurer or the Trustee, or to the Depositor, the Certificate
      Insurer and the Trustee by the Certificateholders of at least 50% in
      aggregate principal amount of the outstanding Class A Certificates a
      written notice specifying such default or breach and requiring it to be
      remedied and stating that such notice is a "Notice of default" hereunder,
      or it, in any such case, the Depositor have consented in writing that any
      such event shall be an Early Amortization Event; or [10.01 (b)]

(c)   Any proceeding shall be instituted against the Depositor (or, if the
      Depositor is actively contesting the merits thereof, such proceeding is
      not dismissed within 90 days) seeking to adjudicate it a bankrupt or
      insolvent, or seeking liquidation, winding up, reorganization,
      arrangement, adjustment, protection, relief or composition of it or any of
      its Indebtedness under any law relating to bankruptcy, insolvency or
      reorganization or relief of debtors, or seeking the entry of an order for
      relief or the appointment of a receiver, trustee, custodian or other
      similar official for it or for any substantial part of its property, or
      any of the actions sought in such proceeding (including, without
      limitation, the entry of an order for relief against, or the appointment
      of a receiver, trustee, custodian or other similar official for, it or for
      any substantial part of its property) shall occur; or [10.01 (c)]

(d)   The commencement by the Depositor of a voluntary case or proceeding
      under any applicable Federal or state bankruptcy, insolvency,
      reorganization or other similar law or of any other case or proceeding to
      be adjudicated a bankrupt or insolvent, or the consent by it to the entry
      of a decree or order for relief in respect of the Depositor in an
      involuntary case or proceeding under any applicable Federal or state
      bankruptcy, insolvency, reorganization or other similar law or to the
      commencement of any bankruptcy or insolvency case or proceeding against
      it, or the filing by it of a petition or answer or consent seeking
      reorganization or relief under any applicable Federal or State law, or to
      the consent by it to the filing of such petition or to the appointment or
      taking possession by a custodian, receiver, liquidator, assignee, trustee,
      sequestrator or similar official of the Depositor or of any substantial
      part of its property, or the making by it of an assignment for the benefit
      of creditors, or the making by it of an admission by it in writing of its
      inability to pay its Debts generally as they become due, or the taking of
      corporate action by the Depositor in furtherance of any such action; or
      [10.01 (d)]

(e)   Judgments or orders in respect of money (other than such judgements
      or orders in respect of which adequate insurance is maintained for the
      payment thereof) against the Depositor shall remain unpaid, unstayed on
      appeal, undischarged, unbonded or undismissed for a period of 30 days or
      more; or [10.01 (e)]

(f)   There is a material breach of any of the representations and
      warranties of the Depositor set forth in Section 3.01 (a) and continuance
      of such default or breach for a period of 30 days after there has been
      given, by registered or certified mail, to the Depositor by the Servicer,
      the Certificate Insurer or the Trustee, or to the Depositor, the
      Certificate Insurer and the Trustee by the Certificateholders of at least
      50% in aggregate principal amount of the outstanding Class A Certificates
      a written notice specifying such default or breach and requiring it to be
      remedied and stating that such notice is a "Notice of Default" hereunder,
      our if, in any such case, the Depositor have consented in writing that any
      such event shall be an Early Amortization Event; or [10.01 (f)]

(g)   The Trust Certificate Percentage Interest is less than the
      Subordinated Amount; or [10.01 (g)]

(h)   A Gross Charge-Off Event has occurred and is continuing; or [10.01
      (h)]

(i)   A Delinquency Trigger Event has occurred and is continuing; or

(j)   An Event of Servicing Termination has been declared; or [10.01 (j)]

(k)   The Certificate Insurer has made an insured Payment under the policy.
      [10.01 (k)]



                                     Page 5
<PAGE>   18
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-2
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97

RESTRICTING EVENT CALCULATIONS

      (a)  Event of Servicer Termination (Yes/No)                   No
                                                               -------------

      (b)  Certificate Insurer makes an Insured Payment             No
                                                               -------------

      (a)  Gross Charge-Off Event (Yes/No)                          No
                                                               -------------

      (b)  Delinquency Trigger Event                                No
                                                               -------------

EVENTS OF SERVICER TERMINATION

(i)   Any failure by the Servicer to make any payment, deposit, transfer or
      delivery required to be made hereunder (other than with respect to the
      Monthly Servicer Report, As to which the remedy is set forth in section
      11.01 (a) (ii) hereof) on the date of such payment, deposit, transfer or
      delivery is required to be made; [11.01 (a)(i)]

(ii)  Any failure by the Servicer to submit a Monthly Statement pursuant to
      Section 6.07 hereof that continues unremedied for a period of three
      business days after the earlier of the date upon which (A) the Certificate
      Insurer or a Certificateholder provides written notification to the
      Servicer of such failure or (B) the Depositor becomes aware that the
      Certificate Insurer and the Certificateholders have not received a copy of
      the Monthly Report in accordance with the provisions hereof (provided that
      the Servicer shall be granted a two business day grace period on not more
      than one occasion during each Collection Period); [11.01 (a)(ii)]

(iii) Any failure on the part of the Servicer duly to observe or perform in any
      material respect any other covenants or agreements of the Servicer set
      forth in the Certificates or in this agreement, as in the case may be, or
      any breach of representation or warranty of the Servicer set forth in
      Section 3.02 of this Agreement, which failure or breach (A) materially and
      adversely affects the rights of the Trustee, Certificateholders, the
      Certificate Insurer or the Depositor and (B) continues unremedied for a
      period of 30 days after the earlier to occur of (x) the date on which
      written notice of such failure or breach, requiring the situation giving
      rise to such failure or breach to be remedied, shall have been given to a
      Servicing Officer of the Servicer or a Responsible Officer of the Trustee
      by the Depositor or any Holder of Certificates or (y) the date on which
      any Servicing Officer or Responsible Officer of the Trustee first knows,
      or reasonably should have known, of such failure or breach; [11.01
      (a)(iii)]

(iv)  The Servicer shall consent to the appointment on a custodian, receiver,
      trustee or liquidator (or other similar official) of itself, or of a
      substantial part of its property, or shall admit in writing its inability
      to pay its debts generally as they come due, a court of competent
      jurisdiction shall determine that the Servicer is generally not paying its
      debts as they come due or the Servicer shall make a general assignment for
      the benefit of creditors; [11.01 (a)(iv)]

(v)   The Servicer shall file a voluntary petition in bankruptcy or a voluntary
      petition or an answer seeking reorganization in a proceeding under any
      bankruptcy laws (as now defined hereafter in effect) or an answer
      admitting the material allegation of a petition filed against the Servicer
      shall, by voluntary petition, answer or consent, seek relief under the
      bankruptcy or other similar law providing for the reorganization or
      winding up of debtors, or providing for an agreement, composition,
      extension or adjustment with its creditors; [11.01 (a)(v)]

(vi)  An order, judgment or decree in excess of [$500,000] shall be entered in
      any proceeding by any court of competent jurisdiction appointing, without
      the consent (express or legally implied) of the Servicer, a custodian,
      receiver, trustee or liquidator (or other similar official) of the
      Servicer, or any substantial part of its property, or sequestering any
      substantial part of its property, and any such order, judgement or decree
      or appointment or sequestration shall remain in force undismissed,
      unstayed or unvacated for a period of [90] days after the date of entry
      thereof; [11.01 (a)(vi)]

(vii) A petition against the Servicer in a proceeding under applicable
      bankruptcy laws or the insolvency laws, as now or hereafter in effect,
      shall be filed and shall not be stayed, withdrawn or dismissed within 60
      days thereafter, or if, under the provisions of any of any law providing
      for reorganization or winding up of debtors which may apply to the
      Servicer, or any substantial part of its property, and such jurisdiction,
      custody or control shall remain in force unrelinquished, unstayed or
      unterminated for a period of 60 days; [11.01(a)(vii)]

(viii)Any assignment by the Servicer to a delegate of its duties or rights
      hereunder, except as specifically permitted hereunder, or any attempt to
      make such an assignment; or [11.01 (a)(viii)]

(ix)  for so long as the Servicer is First Sierra, its Total Capital is less
      than $9 million.  [11.01 (a)(ix)]


                                     Page 1
<PAGE>   19
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-2
- -------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97


<TABLE>
<CAPTION>
GROSS CHARGE-OFFS (>=160 AND ACCOUNTS BOUGHT BACK BY SOURCE)
                                GROSS                               GROSS                                 MONTHLY
                               DEFAULTS      RECOVERIES           CHARGE-OFFS            ADCPB          CHARGE-OFFS
                               --------      ----------           -----------            -----          -----------

<S>                          <C>          <C>                  <C>               <C>                 <C>  
           2 months prior       200,442         200,442                     0         70,128,406            0.00%
           1 month prior         20,239          20,239                     0         70,290,466            0.00%
           Current              409,314         409,314                     0         70,486,920            0.00%


                           Gross Charge-Off Ratio:                                                          0.00%
                           Maximum Charge-Off Ratio:                                                        2.50%
</TABLE>


<TABLE>
<CAPTION>
30+ DELINQUENCIES
                                                                       MONTHLY
                           DELINQUENCIES       ADCPB                 DELINQUENCIES
                           -------------       -----                 -------------

<S>                        <C>               <C>                   <C>  
           2 months prior     2,582,403      70,128,406                  3.68%
           1 month prior      2,706,206      70,290,466                  3.85%
           Current month      2,859,865      70,486,920                  4.06%

                           Delinquency Ratio:                            3.86%
                           Maximum Delinquency Ratio:                    7.00%
</TABLE>


                                     Page 2


<PAGE>   20
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-2
- -------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97
ISSUER RESTRICTING EVENT CALCULATIONS

      (a)  Gross Defaults (>=180)                                No
                                                            -------------

      (b)  Issuer Delinquency Trigger Ratio                      No
                                                            -------------


GROSS DEFAULTS (>=180)

<TABLE>
<CAPTION>
                                                                    MONTHLY
                           GROSS DEFAULTS       ADCPB             CHARGE-OFFS
                           --------------       -----             -----------
<S>                        <C>                <C>              <C>  
           Current                154,373     70,486,920               0.22%


                 i A       Subordinated Percentage                     9.00%
                   B       WAL of Remaining Leases                     2.12
                ii         Two 
                           Ratio (i/ii)                                2.12%
</TABLE>



ISSUER DELINQUENCY TRIGGER RATIO (90+ DAYS)

<TABLE>
<CAPTION>
                                                                    MONTHLY
                           DELINQUENCIES        ADCPB            DELINQUENCIES
                           -------------        -----            -------------
<S>                        <C>               <C>                 <C>  
           2 months prior        731,450      70,128,406                  1.04%
           1 month prior         720,140      70,290,466                  1.02%
           Current month         617,389      70,486,920                  0.88%


                           Issuer Delinquency Trigger Ratio:              0.98%
                           Maximum Ratio Allowed:                         2.50%
</TABLE>


EARLY AMORTIZATION EVENT

      (1)  Is Subordinate Interest less than 8.86% of ADCPB?        No
                                                              --------------

      (2)  Has a Gross Charge-Off Event Occurred?                   No
                                                              --------------

      (3)  Has a Delinquency Event Occurred?                        No
                                                              --------------


                                     Page 3
<PAGE>   21

FIRST SIERRA EQUIPMENT LEASE TRUST 1996-2
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97

        AGING/DELINQUENCY STATISTICS
<TABLE>
<CAPTION>
                                                                                              % OF
                                                                             ADCPB            TOTAL
                                                                             -----            -----
<S>                                                                      <C>                <C>   
        Current                                                            67,627,055         95.94%
        31-60 Days Past Due                                                 1,862,150          2.64%
        61-90 Days Past Due                                                   380,326          0.54%
        91+ Days Past Due                                                     617,389          0.88%
                                                                         ------------        -------

        Total                                                              70,486,920        100.00%


        CERTIFICATE FACTORS

        Class A Notes                                                     1.000000000
        Class B-1 Notes                                                   1.000000000
        Class B-2 Notes                                                   1.000000000


        SUBSTITUTION LIMITS [SECTION 7]

        ADCPB as of Cut-Off Date                                        72,024,443.60
        Maximum Substitution (10% of Initial)                            7,202,444.36
        Maximum Substitution for Defaulted Contracts (5% of Initial)     3,601,222.18

        Prior month Cumulative ADCPB Substituted                         2,234,399.59
        Current month ADCPB Substituted                                    264,160.27
        Cumulative ADCPB Substituted                                     2,498,559.86

        Prior month Cumulative ADCPB Substituted for Defaulted Contracts   988,194.24
        Current month ADCPB Substituted Defaulted Contracts                178,191.00
        Cumulative ADCPB Substituted for Defaulted Contracts             1,166,385.24


        PORTFOLIO PREPAYMENT STATISTICS

        Prior month Cumulative ADCPB prepaid                             2,234,399.59
        Current month ADCPB prepaid                                        264,160.27
        Cumulative ADCPB prepaid                                         2,498,559.86

        Prior month Cumulative ADCPB Defaulted                             988,194.24
        Current month ADCPB Defaulted                                      178,191.00
        Cumulative ADCPB Defaulted                                       1,166,385.24
</TABLE>



                                     Page 1
<PAGE>   22
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-2
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97

- --------------------------------------------------------------------------------

<TABLE>
<S>                                                                                  <C>          <C>
BEGINNING ACCOUNT BALANCES                                                           464,566.98

LOCKBOX ACCOUNT
     Transfer of prior period Payments not yet transferred to Collection Account     (53,396.23) 
     Transfer of prior period Excluded Amounts not yet transferred                   (34,515.42) 
     Collections Received [5.02 (b)(d)]                                            2,260,347.32 
     Excluded Amounts [5.02 (d)][Definition]                                      (1,077,307.39) 
     Collections on Deposit due Collection Account [5.02 (d)]                     (1,225,415.77)

     Ending Balance @ 8/1/97                                                         334,279.49


COLLECTION ACCOUNT
     BEGINNING BALANCE @ 7/1/97                                                                  1,091,519.89

     ACTIVITIES RELATED TO COLLECTION PERIOD ENDED 7/1/97
     Add:  Servicer Advance                                                                      1,209,314.85
     Add:  Payments due Collection Account from last 2 business days prior period                   53,396.23
     Add:  Payments due Collection Account from prior period                                             0.00
     Add:  Add'l transfers                                                                               0.00
     Add:  Amounts to Collection Acct from Security deposit account                                      0.00
     Less: Total distributions on 7/10/97                                                       (2,354,230.97)
     ACTIVITIES RELATED TO COLLECTION PERIOD ENDED 8/1/97
     Aggregate Amount of Actual Payments [6.01 b (i)]                                            1,204,166.97
     Add:  Servicer Advances [5.03][6.01 b (ii)]                                                         0.00
     Add:  Sch. Payments, Final Payments or Purchase Option from Sec. Deposit
       Account [6.01 b (iii)]                                                                            0.00
     Add:  Reconveyance Amounts by Servicer [6.01 b (iv)]                                                0.00
     Add:  Any Investment Earnings [6.01 b (v)]                                                      3,574.29
     Add:  Deposits from New Transferred Property Funding Account [6.01 b (vi)]                          0.00
     Add:  Amount Payable to Class A Certificateholders under 6.04 d [6.01 b(vii)]                       0.00
     Add:  Advance Payments Due and Owing for Collection Period [6.01 c]                                 0.00
     Add:  Security Deposits Related to Prepayment                                                       0.00
     Add:  Offset Amount as Provided by 5.12 [6.01 c]                                                    0.00
     Less: Amounts transferred to the New Transferred Property Funding Account [6.01 d]                  0.00
     Less: Amounts Servicer Advanced but deems uncollectible [6.01 d]                                     0.00
     Less: Payments due Collection Acct. from last 2 business days in calendar mo.                       0.00

     Ending Balance @ 7/31/97 and 8/1/97                                                         1,207,741.26

     Add:  Servicer Advances to be deposited on Determination Date                                 870,415.21
     Add:  Payments due Collection Acct from last 2 business days                                  100,690.96
     Add:  Payments not yet transferred to the Collection Account                                        0.00
     Add:  Amounts to Collection Account from Security Deposit Account [6.02 c]                          0.00

     Adjusted Collection Account Balance                                                         2,178,847.43
</TABLE>


                                     Page 1
<PAGE>   23
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-2
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97

SECURITY DEPOSIT ACCOUNT

<TABLE>
<S>                                                                                                          <C>     <C>
     Beginning Balance                                                                                       0.00
     Add: Balance deposited on closing date                                                                  0.00
     Add: Security Deposits [6.02 b]                                                                         0.00
     Less: Amounts to Collection Account [6.02 c]                                                            0.00
     Add:  Investment Earnings                                                                               0.00
                                                                                                             ----

     Ending Balance @ 7/31/97                                                                                0.00

     Less: Amounts to Collection Account [6.02 c]                                                            0.00

     Adjusted Security Deposit Account Balance                                                               0.00


NEW TRANSFERRED PROPERTY FUNDING ACCOUNT


     BEGINNING BALANCE                                                                                                        0.00
     Add: Amount Transferred from Collection Account in consid. of New Trans. Property [6.05 i 1]                             0.00
     Add: Amount Transferred to New Transferred Property Funding Account [6.05 ii]                                            0.00
     Less: Amount Transferred from Collection Account in consid. of New Trans. Property [6.05 iii]                            0.00
                                                                                                                              ----

     Ending Balance @ 7/31/97                                                                                                 0.00

     Add: Amount Transferred from Collection Account in consid. of New Trans. Property [6.05 i 1]                     1,558,650.86

     Less: Amount Transferred from Collection Account in consid. of New Trans. Property [6.05 iii]                   (1,558,650.86)
                                                                                                                     --------------

     Adjusted New Transferred Property Funding Account Balance                                                                0.00
</TABLE>





                                     Page 2
<PAGE>   24
FIRST SIERRA EQUIPMENT LEASE TRUST 1996-2
- --------------------------------------------------------------------------------
FIRST SIERRA RECEIVABLES INC.
MONTHLY SERVICER CERTIFICATE
FOR THE COLLECTION PERIOD ENDING 8/1/97

<TABLE>
<S>                                                                                              <C>         
AVAILABLE AMOUNT TO CERTIFICATE HOLDERS                                                          2,178,847.43


DISBURSEMENTS FROM COLLECTION ACCOUNT (PRIOR TO INITIAL AMORTIZATION DATE

     (i)    Initial Unpaid Amts inadvertently dep. in Collection Account [6.06 b (i)]                    0.00

     (ii)   Indemnity payments paid inadvertently dep in Collection Account [6.06 b (ii)]                0.00

     (iii)  Aggregate of: [6.06 b (iii)]
            (A)    Unreimbursed Servicer Advances from current collection period                         0.00
            (B)    Unreimbursed Servicer Advances from prior collection period                           0.00
            (C)    Servicing Charges inadvertently deposited in Collection Account                       0.00

     (iv)   Current and unpaid Servicing Fees                                                       30,010.35

     (v)    Current and unpaid Back-up Servicing Fees [6.06 b (iv)]                                  1,200.41

     (vi)   Premium Amount due on Payment Date and unpaid Premiums [6.06 b (v)]                     12,676.00

     (vii)  Trustee Fee due on Payment Date and unpaid Trustee Fees [6.06 b (vi)]                      291.67

     (viii) Class A Certificate Interest and Overdue Class A Interest [6.06 b (vii)]               332,224.75

     (ix)   Class B-1 Certificate Interest and Overdue Class B-1 Interest [6.06 b (viii)]           12,622.28

     (x)    Class B-2 Certificate Interest and Overdue Class B-2 Interest [6.06 b (ix)]             12,334.19

     (xi)   Certificate Insurer Reimbursement Amount, if any, due on Payment Date [6.06 b (x)]           0.00

     (xii)  Any amounts due Servicer under 9.03 [6.06 b (xi)]                                            0.00

     (xiii) To the Servicer Security Deposit Refund under 6.02C                                          0.00

     (ix)   To the depositor the lesser of Base Principal Amount or ADCPB new Contracts          1,558,650.86
            transferred to the Trust, [6.06 b (xii)]

            If less than the Base Principal Amount, the remainder to the New
            Transferred Property 0.00 Funding Account [6.06 b (xii)]

     (x)    To the Holder of the Trust Certificate any remaining amounts [6.06 b (xiii)]           218,836.91
</TABLE>


     Reviewed By:



     --------------------------------------
     Craig M. Spencer
     Senior VP and Chief Accounting Officer



                                     Page 3


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