HOME EQUITY SECURITIZATION CORP
8-K, 1998-06-22
ASSET-BACKED SECURITIES
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                       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 (Date of earliest event reported) June 16, 1998

                        Home Equity Securitization Corp.
             (Exact name of registrant as specified in its charter)


          North Carolina               333-44409                56-2064715
(State of Other Jurisdiction of     (Commission File        (I.R.S. Employer
          Incorporation)                 Number)          (Identification No.)

          301 South Charlotte Street                       28202
          Charlotte, North Carolina                     (Zip Code)
       (Address of Principal Executive
                   Offices)

       Registrant's telephone number, including area code (704) 374-4868

                                   No Change
         (Former name or former address, if changed since last report)

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                                       1

<PAGE>

     Item 5.   Other Events

          In connection  with the offering of First  Greensboro Home Equity Loan
Trust  1998-1,  Asset  Backed  Notes,  Series  1998-1,  described in the related
Prospectus Supplement,  certain "Computational Materials" within the meanings of
the May 20, 1994  Kidder,  Peabody  No-Action  Letter and the  February 17, 1995
Public  Securities  Association  No-Action  Letter  were  furnished  to  certain
prospective investors (the "Related Computational Materials").

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

     (a)  Not applicable

     (b)  Not applicable

     (c)  Exhibit 99.1 Related Computational Materials (as defined in Item 5
          above).

                                       2

<PAGE>

                                   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.

                            HOME EQUITY SECURITIZATION CORP.
                                 as Depositor and on behalf of First Greensboro
                                 Home Equity Loan Trust 1998-1
                            Registrant

                                 By: /s/ Wallace Saunders
                                     ------------------------------
                                     Name: Wallace Saunders
                                     Title: Assistant Vice President

Dated: June 18, 1998

                                       3

<PAGE>

                                 EXHIBIT INDEX

EXHIBIT NO.         DESCRIPTION
- -----------         -----------
99.1                Related Computational Materials (as defined in Item 5
                    above).


                                                                    EXHIBIT 99.1

                           Updated Marketing Materials
                                  June 19, 1998
                                     4:44 PM


                 First Greensboro Home Equity Loan Trust 1998-1


               $72,650,717 Class A-1 Fixed Rate Home Equity Loan,
                       Asset Backed Notes, Series 1998-1

               $102,349,283 Class A-2 Fixed Rate Home Equity Loan,
                       Asset Backed Notes, Series 1998-1



The attached Marketing Memorandum (the "Marketing Memorandum") is privileged and
confidential  and is intended  for use by the  addressee  only.  This  Marketing
Memorandum  is  furnished  to you solely by First  Union  Capital  Markets  (the
"Underwriter") and not by the issuer of the notes identified above (the "Notes")
or any other party.  The  Marketing  Memorandum is based upon  information  made
available to the Underwriter. Neither the Underwriter, the issuer of the Offered
Notes,  nor any other  party  makes any  representation  as to the  accuracy  or
completeness of the information  therein. The information herein is preliminary,
and will be superseded by the applicable  prospectus supplement and by any other
information subsequently filed with the Securities and Exchange Commission.  The
information  herein  may not be  provided  to any  third  party  other  than the
addressee's legal, tax, financial and/or accounting  advisors for the purpose of
evaluating such information.

No assurance can be given as to the accuracy, appropriateness or completeness of
the  Marketing  Memorandum  in any  particular  context;  or as to  whether  the
Marketing  Memorandum  reflects future  performance.  This Marketing  Memorandum
should not be construed as either a prediction  or as legal,  tax, and financial
or accounting advice.

Any yields or weighted average lives shown in the Marketing Memorandum are based
on prepayment  and other  assumptions  and actual  experience  may  dramatically
affect  such  yields  or  weighted  average  lives.  The  principal  amount  and
designation  of any  security  described in the term sheet are subject to change
prior to issuance.

Although a registration  statement  (including the  prospectus)  relating to the
Offered Notes has been filed with the Securities and Exchange  Commission and is
effective, the final prospectus supplement relating to the Offered Notes has not
been filed with the Securities and Exchange Commission. This communication shall
not constitute an offer to sell or a  solicitation  of an offer to buy nor shall
there  be any sale of the  Offered  Notes in any  state  in  which  such  offer,
solicitation or sale would be unlawful prior to  registration  or  qualification
under the securities laws of any such state. Prospective purchasers are referred
to the final prospectus and prospectus  supplement relating to the Offered Notes
for definitive terms of the Offered Notes and the collateral.

Please be advised that Offered Notes may not be  appropriate  for all investors.
Potential investors must be willing to assume, among other things,  market price
volatility,  prepayments,  yield curve and interest rate risks. Investors should
fully consider the risk of an investment in these Offered Notes.

If you have  received  this  communication  in error,  please notify the sending
party immediately by telephone and return the original to such party by mail.

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

                        [FIRST UNION LOGO APPEARS HERE]


                           FIRST UNION CAPITAL MARKETS



<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998


                                SUMMARY OF TERMS


      $72,650,717 Class A-1Fixed Rate Home Equity Loan, Asset Backed Notes,
   Series 1998-1 (the "Class A-1Notes") $102,349,283 Class A-2 Fixed Rate Home
     Equity Loan, Asset Backed Notes, Series 1998-1 (the "Class A-2 Notes")


<TABLE>
<CAPTION>
<S>                        <C>                                <C>                        <C>
Issuer:                    First Greensboro Home Equity Loan Trust 1998-1 (the "Trust")

Seller:                    First Greensboro Capital Corp.

Servicer:                  First Greensboro Home Equity, Inc.

Back-up Servicer:          Calmco, Inc.


Manager:                   First Union Capital Markets

Securities Offered:                                           Class A-1                  Class A-2

                            Amount:                           $72,650,717                $102,349,283

                            Collateral:                       Fixed and                  Fixed and adjustable-rate
                                                              adjustable-rate home       home equity loans
                                                              equity loans
                            Cut-off Date:                     06/01/98                   06/01/98

                            Prepayment Assumption:            25% HEP1                   25% HEP1

                            Expected Coupon:                  TBD                        TBD
                            Spread:                           TBD                        TBD

                            To Maturity:
                            Average Life                      3.297                      3.359
                            Expected Last Payment             11/25/2014                 1/25/2015

                            To 10% Call:
                            Average Life                      3.058                      3.117
                            Expected Last Payment             3/25/2006                  4/25/2006

                            Stated Maturity:                  12/25/2029                 12/25/2029

                            Payment Frequency:                Monthly                    Monthly

                            Interest rate basis:              30/360                     30/360

                            Dated Date:                       06/01/98                   06/01/98

                            Payment Delay:                    24 days                    24 days

                            Pricing Date (expected):          06/19/98                   06/19/98

                            Settlement Date(expected):        06/26/98                   06/26/98

                            First Payment Date:               07/25/98                   07/25/98

                            Rating (S&P/Moody's):             AAA/Aaa                    AAA/Aaa
</TABLE>


FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998


(1)HEP assumes that a pool of loans prepays in the first month of the life of
such loan at a constant prepayment rate that corresponds in CPR to one-tenth the
given HEP percentage and increases by an additional one-tenth each month
thereafter until the tenth month, where it remains at a CPR equal to the given
HEP percentage.



Description of the Notes:  The Notes represent  non-recourse  obligations of the
                           Issuer  and are  secured  by the assets of the Trust,
                           which  will  include  (i) a  pool  consisting  of two
                           Groups of nonconforming home equity loans transferred
                           to  the  Issuer  on  the  Closing  Date,   additional
                           nonconforming,  fixed rate and  adjustable  rate home
                           equity  loans,  if  any,  transferred  to the  Issuer
                           during the  Funding  Period;  (ii) all  interest  and
                           principal due under the respective  Home Equity Loans
                           on or after the related Cut-Off Date;  (iii) security
                           interests  in  the  properties   securing  such  Home
                           Equity;  (iv) amounts on deposit in the Note Account,
                           Pre-Funding Account and Capitalized Interest Account;
                           (v) the  Issuer's  rights  under  the  Loan  Transfer
                           Agreement and the Servicing Agreement;  (vi) the Note
                           Insurance Policies and (vii) certain other property.

                           The Notes will be issued in a two classes.  The Class
                           A-1 Notes will be secured by the Group I Home  Equity
                           Loans and the Class A-2 Notes  will be secured by the
                           Group II Home Equity Loans. Payments on the Class A-1
                           Notes are solely from Available Funds for the Group I
                           Home Equity Loans and payments on the Class A-2 Notes
                           are solely from Available Funds for the Group II Home
                           Equity Loans.

Indenture Trustee:         The Chase Manhattan Bank

Servicing Fee:             50 bps per annum

Indenture Trustee Fee:     [1.25] bps per annum

Note Insurer:              Financial  Surety  Assurance,   Inc.   ("FSA").   The
                           claims-paying  ability  of  FSA  is  rated  "AAA"  by
                           Standard & Poor's and "Aaa" by Moody's.

Note Insurance
Policies:                  The  insurance  policies of FSA  guarantee the timely
                           payment of current  interest and the ultimate payment
                           of principal on the Notes.

Credit Enhancement:        1.  Monthly Excess Spread
                           2.  Overcollateralization
                           3.  Note Insurance Policy

Form of Notes:             Book-Entry Form,  delivered through the facilities of
                           DTC,   Cedel,   and  Euroclear   against  payment  in
                           immediately available funds.

Denominations:             The Notes will be issued in denominations of not less
                           than  $25,000   principal   amount  and  in  integral
                           multiples of $1,000 in excess thereof.

Remittance Period:         With  respect to each Class of Notes and any  Payment
                           Date,  the calendar month  immediately  preceding the
                           month in which such Payment Date occurs

Monthly Remittance Date:   With  respect to each Class of Notes and any  Payment
                           Date, the 18th day of the month in which such Payment
                           Date  occurs,  or if such day is not a Business  Day,
                           then the preceding Business Day

Payments of Interest:      On each  Payment  Date,  each  Class of Notes will be
                           entitled to  payments in respect of interest  accrued
                           during the  related  Interest  Period at the  related
                           Note  Interest  Rate  on  the  outstanding  aggregate
                           principal balance of the related Class of Notes as of
                           the  preceding  Payment Date (after  giving effect to
                           the payment,  if any, in reduction of principal  made
                           on the Notes on such preceding Payment Date).

                           The  Interest  Period" in respect of any Payment Date
                           will be the calendar month immediately  preceding the
                           month  in  which  the  Payment   Date   occurs.   All
                           calculations   of  interest  on  the  Notes  will  be
                           computed  on the  basis  of a year  of 360  days  and
                           twelve 30 day months.

                           If, with respect to any Payment  Date,  funds are not
                           available from Available Funds for a Group to pay the
                           full  amount  of  Note  Interest  due on the  related
                           Notes,  the  deficiency  will be covered by  payments
                           made


FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998


pursuant to the Insurance Policy for such Payment Date.

Coupon Step-up:            After the Clean-Up Call Date,  the Note Rate for each
                           Class of Notes will increase by 50 bps.

Payments of Principal:     On each  Payment  Date,  each  Class of Notes will be
                           entitled to Monthly  Principal  in  reduction  of the
                           related Note Balance.  Monthly Principal with respect
                           to any  Payment  Date  and each  Class of Notes  will
                           generally  consist of the  aggregate of all scheduled
                           payments of  principal  received  with respect to the
                           Home Equity Loans in the related Group and due during
                           the related  Remittance  Period and all other amounts
                           collected, received or otherwise recovered in respect
                           of  principal on the Home Equity Loans in the related
                           Group during or in respect of the related  Remittance
                           Period.  Such amount will be  decreased  to take into
                           account any  Overcollateralization  Reduction  Amount
                           with respect to the related Payment Date.

Payments of Excess Cash:   "Excess Cash" for each Class on any Payment Date will
                           be equal to Available  Funds for the related Group on
                           such  Payment  Date,  reduced  by the  sum of (i) any
                           amounts  payable  to the  Note  Insurer  for  Insured
                           Payments  with  respect  to such  Class paid on prior
                           Payment  Dates  and  not yet  reimbursed  and for any
                           unpaid Note Insurer Premiums for such Group for prior
                           Payment Dates (in each case with interest  thereon at
                           the  Late  Payment  Rate set  forth in the  Insurance
                           Agreement),  (ii) the Note  Interest  for the related
                           Class and Payment Date,  (iii) the Monthly  Principal
                           for the related  Class and Payment Date and (iv) with
                           respect  to each  Class  and the first  Payment  Date
                           following the end of the Funding Period,  all amounts
                           remaining  in the  Pre-Funding  Account to the extent
                           not used to purchase Subsequent Home Equity Loans for
                           the related Group during such Funding Period.

                           On each  Payment  Date  with  respect  to  which  the
                           Overcollateralization  Amount for a Class of Notes is
                           less than the related Required  Overcollateralization
                           Amount for such  Payment  Date,  Excess Cash  derived
                           from Available Funds in respect of the related Group,
                           if  any,  will  be  paid  on  the  related  Notes  in
                           reduction  of the  related  Note  Balance,  up to the
                           amount       necessary      for      the      related
                           Overcollateralization  Amount to equal the applicable
                           Required  Overcollateralization  Amount.  Any  Excess
                           Cash  remaining  with respect to a Class after making
                           required payments on the related Notes (including any
                           payments as described in the preceding  sentence) and
                           to the Note  Insurer on any Payment Date as described
                           herein  will  be  released  to the  holder(s)  of the
                           Residual Interest on such Payment Date, free from the
                           lien of the Indenture Trustee,  and such amounts will
                           not be available to make any of the payments referred
                           to  in  clauses  (i)-(iv)  above  on  any  subsequent
                           Payment Date.

Overcollateralization:     Credit  enhancement  with  respect  to each  Class of
                           Notes    will    be     provided     in    part    by
                           overcollateralization   resulting  from  the  limited
                           acceleration   of   the   Notes   relative   to   the
                           amortization of the related  collateral.  Accelerated
                           amortization  is  achieved  by  applying  excess cash
                           collected  on  the   collateral  to  the  payment  of
                           principal of the Notes.  The Indenture  requires that
                           this  Overcollateralization  Amount be increased  to,
                           and   thereafter    maintained   at,   the   Required
                           Overcollateralization Amount. The Indenture generally
                           provides  that  the  Required   Overcollateralization
                           Amount may, over time, decrease or increase,  subject
                           to  certain  floors,   caps  and  triggers  including
                           triggers    that   allow   the    related    Required
                           Overcollateralization  Amount  to  decrease  or "step
                           down"  based on the  performance  of the Home  Equity
                           Loans with respect to certain  delinquency rate tests
                           specified in the Indenture.

                           In  addition,  Excess  Cash  will be  applied  to the
                           payment in  reduction  of  principal  of the  related
                           Class of Notes during the period that the Home Equity
                           Loans are unable to meet certain  tests  specified in
                           the  Indenture  based  on  delinquency   rates.   Any
                           increase in the Required Overcollateralization Amount
                           may  result  in an  accelerated  amortization  of the
                           Notes  until  such   Required   Overcollateralization
                           Amount is reached,  and any  decrease in the Required
                           Overcollateralization   Amount   will   result  in  a
                           decelerated  amortization  of the  Notes  until  such
                           Required Overcollateralization Amount is reached.

Optional                   Redemption:  The Notes may be  redeemed,  in full but
                           not in part,  at the option of the Majority  Residual
                           Holder on or after the  first  Payment  Date on which
                           the Aggregate Principal Balance of the Mortgage Loans
                           in the  Mortgage  Pool has declined to 10% or less of
                           its Original  Pool  Balance.  In  addition,  the Note
                           Insurer    will   have    rights,    under    limited
                           circumstances,  to effect a  redemption  of the Notes
                           and terminate the indenture.

Delinquency                Advances:  The  Servicer  will be  obligated  to make
                           advances  with  respect  to  delinquent  payments  of
                           interest  (at the  related  Mortgage  Rate  less  the
                           Servicing   Fee,  as  defined  below)  and  scheduled
                           principal  due on each  Mortgage  Loan to the  extent
                           that such Delinquency  Advances, in good faith and in
                           the Servicer's  reasonable  judgment,  are reasonably
                           recoverable  from the related  Mortgage  Loan. To the
                           extent that the

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.


<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998


                           Master  Servicer   previously  has  made  Delinquency
                           Advances  with respect to a Home Equity Loan that the
                           Master   Servicer   subsequently   determines  to  be
                           nonrecoverable, the Master Servicer shall be entitled
                           to reimbursement from the Trust.

Compensating Interest:     If a full or partial prepayment of a Home Equity Loan
                           occurs  during any  calendar  month,  any  difference
                           between the interest  collected from the Mortgagor in
                           connection  with  such  payoff  and the full  month's
                           interest  that would be due on the  related  due date
                           for such  Home  Equity  Loan will be  required  to be
                           deposited to the  Principal  and Interest  Account on
                           the next  succeeding  Monthly  Remittance Date by the
                           Master  Servicer and shall be included in the Monthly
                           Remittance   Amount  to  be  made  available  to  the
                           Indenture  Trustee  on the  next  succeeding  Monthly
                           Remittance  Date.  With respect to any Payment  Date,
                           the Master  Servicer  will not be  required  to remit
                           compensating  interest  in  excess  of the  aggregate
                           Servicing Fee for the related Remittance Period.

Servicing Advances:        The Master  Servicer will be required to pay all "out
                           of  pocket"  costs  and  expenses   incurred  in  the
                           performance of its servicing obligations,  including,
                           but not limited to, (i)  expenditures  in  connection
                           with a  foreclosed  Home  Equity  Loan  prior  to the
                           liquidation thereof,  including,  without limitation,
                           expenditures  for real estate property taxes,  hazard
                           insurance   premiums,    property    restoration   or
                           preservation ("Preservation Expenses"), (ii) the cost
                           of any enforcement or judicial proceedings, including
                           foreclosures and (iii) the cost of the management and
                           liquidation of Property  acquired in  satisfaction of
                           the related Mortgage,  unless the Master Servicer has
                           determined, in its reasonable business judgment, that
                           such advance would not be recoverable.

Pre-Funding Accounts:      On the  Closing  Date,  approximately  $27,016,888.10
                           will be funded  from the sale of the Class A-2 Notes,
                           and will be deposited with the Indenture  Trustee and
                           used  by  the  Issuer  to   purchase   the  Group  II
                           Subsequent Home Equity Loans.

Capitalized Interest:      On the closing date,  cash in an amount  satisfactory
                           to the Note Insurer  will be  deposited  into a trust
                           account  for the  benefit of the holders of the Class
                           A-2  Notes to  ensure  payments  of  interest  on the
                           Pre-funded amount during the Funding Period.

Mandatory Prepayment
of Notes:                  In the event that by July 31, 1998,  not all funds in
                           the Pre-Funding  Account for Class A-2 have been used
                           to acquire Subsequent Mortgage Loans for inclusion in
                           the Group II  Mortgage  Loan Pool,  the Owners of the
                           Class A-2 Notes  will  receive  a  prepayment  on the
                           Payment Date in August 1998 in an amount equal to the
                           related  Pre-Funded  Amount,   less  any  Pre-Funding
                           Account Earnings  remaining at the end of the Funding
                           Period.

ERISA Considerations:      The Notes may be purchased by employee  benefit plans
                           that are subject to the  Employee  Retirement  Income
                           Security Act of 1974,  as amended.  Investors  should
                           consult their counsel with respect to  limitations on
                           acquisition   and   ownership   of  the   Notes   and
                           consequences thereof.

SMMEA:                     The  Notes  will  not  constitute  "mortgage  related
                           securities"  for purposed of the  Secondary  Mortgage
                           Market Enhancement Act of 1984 ("SMMEA").

Taxation:                  The Notes will be treated as debt obligations for tax
                           purposes. No REMIC election will be made.

Contact:                   Russ Andrews     (704) 374-3472
                           Wallace Saunders (704) 374-4868
                           Pearl Bassard    (704) 383-7591
                           David Duque      (704) 383-5525



FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998


                                  NOTE SUMMARY


<TABLE>
<CAPTION>
Class A-1 (to Maturity)
HEP                                          20           23           25           27           30
- ------------------------------------------------------------------------------------------------------

<S>                                        <C>          <C>          <C>          <C>           <C>  
AVERAGE LIFE (YEARS)                       4.032        3.559        3.297        3.067         2.773
MOD. DURATION (YEARS)                      3.168        2.864        2.690        2.534         2.328
FIRST PAYMENT DATE                        07/25/98     07/25/98     07/25/98     07/25/98     07/25/98
LAST PAYMENT DATE                         2/25/18      2/25/16      11/25/14     9/25/13       5/25/12
PAYMENT WINDOW                            1 - 236      1 - 212      1 - 197      1 - 183       1 - 167
YIELD AT PAR                               6.513        6.500        6.491        6.482         6.468



Class A-1 (to Call)
HEP                                          20           23           25           27           30
- ------------------------------------------------------------------------------------------------------

AVERAGE LIFE (YEARS)                       3.750        3.305        3.058        2.843         2.569
MOD. DURATION (YEARS)                      3.037        2.735        2.563        2.409         2.208
FIRST PAYMENT DATE                        07/25/98     07/25/98     07/25/98     07/25/98     07/25/98
LAST PAYMENT DATE                         1/25/08      11/25/06     3/25/06      8/25/05      11/25/04
PAYMENT WINDOW                            1 - 115      1 - 101       1 - 93       1 - 86       1 - 77
YIELD AT PAR                               6.486        6.470        6.460        6.449         6.432



Class A-2 (to Maturity)
HEP                                          20           23           25           27           30
- ------------------------------------------------------------------------------------------------------

AVERAGE LIFE (YEARS)                       4.105        3.625        3.359        3.127         2.83
MOD. DURATION (YEARS)                      3.216         2.91        2.735        2.578         2.371
FIRST PAYMENT DATE                        07/25/98     07/25/98     07/25/98     07/25/98     07/25/98
LAST PAYMENT DATE                         6/25/18      5/25/16      1/25/15      11/25/13      6/25/12
PAYMENT WINDOW                            1 - 240      1 - 215      1 - 199      1 - 185       1 - 168
YIELD AT PAR                               6.534        6.522        6.514        6.505         6.491



Class A-2 (to Call)
HEP                                          20           23           25           27           30
- ------------------------------------------------------------------------------------------------------

AVERAGE LIFE (YEARS)                       3.824        3.366        3.117        2.901         2.625
MOD. DURATION (YEARS)                      3.087        2.780        2.607        2.453         2.252
FIRST PAYMENT DATE                        07/25/98     07/25/98     07/25/98     07/25/98     07/25/98
LAST PAYMENT DATE                         3/25/08      12/25/06     4/25/06      9/25/05      12/25/04
PAYMENT WINDOW                            1 - 117      1 - 102       1 - 94       1 - 87       1 - 78
YIELD AT PAR                               6.509        6.493        6.483        6.472         6.456
</TABLE>

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998


                                    Class A-1
                  Percentage of Original Note Principal Balance


<TABLE>
<CAPTION>
             Date                                            HEP
         -------------          --------------------------------------------------------
                                     20          23          25           27          30
                                     --          --          --           --          --
<S>                                 <C>         <C>         <C>          <C>         <C> 
         June 26, 1998              100%        100%        100%         100%        100%
         June 25, 1999               81          79          78           77          74
         June 25, 2000               62          58          55           52          48
         June 25, 2001               48          43          40           37          33
         June 25, 2002               37          32          29           27          23
         June 25, 2003               29          24          21           19          16
         June 25, 2004               23          18          16           13          11
         June 25, 2005               18          14          11           10           7
         June 25, 2006               14          10           8           7            5
         June 25, 2007               10           8           6           5            3
         June 25, 2008               8            6           4           3            2
         June 25, 2009               6            4           3           2            1
         June 25, 2010               5            3           2           1            1
         June 25, 2011               3            2           1           1            *
         June 25, 2012               2            1           1           *            0
         June 25, 2013               2            1           *           *            0
         June 25, 2014               1            *           *           0            0
         June 25, 2015               1            *           0           0            0
         June 25, 2016               *            0           0           0            0
         June 25, 2017               *            0           0           0            0
         June 25, 2018               0            0           0           0            0
</TABLE>

* Outstanding Bond Balance is less than 0.5%

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998

                                    Class A-2
                  Percentage of Original Note Principal Balance


<TABLE>
<CAPTION>
              Date                                            HEP
         -------------           -------------------------------------------------------
                                     20          23           25          27          30
                                     --          --           --          --          --
<S>                                 <C>         <C>          <C>         <C>         <C> 
         June 26, 1998              100%        100%         100%        100%        100%
         June 25, 1999               83          81           79          78          76
         June 25, 2000               63          59           56          53          50
         June 25, 2001               48          43           41          38          34
         June 25, 2002               38          33           30          27          23
         June 25, 2003               30          25           22          19          16
         June 25, 2004               23          19           16          14          11
         June 25, 2005               18          14           12          10           7
         June 25, 2006               14          10           9            7           5
         June 25, 2007               11           8           6            5           3
         June 25, 2008                8           6           4            3           2
         June 25, 2009                6           4           3            2           1
         June 25, 2010                5           3           2            1           1
         June 25, 2011                4           2           1            1           *
         June 25, 2012                3           1           1            *           0
         June 25, 2013                2           1           *            *           0
         June 25, 2014                1           *           *            0           0
         June 25, 2015                1           *           0            0           0
         June 25, 2016                *           0           0            0           0
         June 25, 2017                *           0           0            0           0
         June 25, 2018                0           0           0            0           0
</TABLE>

* Outstanding Bond Balance is less than 0.5%

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998

       Summary of Characteristics of the Group I Initial Home Equity Loans

Aggregate Number of Initial Home Equity Loans                             1,177

Principal Balance
     Aggregate Principal Balance                                $ 72,650,717.11
     Average Principal Balance                                      $ 61,725.33
     Range of Principal Balances                    $  6,964.18 - $  225,024.51

Coupon Rates
     Weighted Average Coupon Rate                                       10.285%
     Range of Coupon Rates                                     7.700% - 17.990%

Original Term to Maturity
     Weighted Average Original Term to Maturity                             280
     Range of Original Terms to Maturity                        60 - 360 Months

Remaining Term to Maturity
     Weighted Average Remaining Term to Maturity                            279
     Range of Remaining Term to Maturity                        59 - 360 Months

Percentage Fixed Rate Loans                                              95.98%
Percentage Adjustable Rate Loans                                          4.02%

Percentage of First Lien Initial Home Equity Loans                       94.62%
Percentage of Second Lien Initial Home Equity Loans                       5.38%

Weighted Average Combined Loan-to-Value Ratio                            80.24%

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998


                                     GROUP I
                               PRINCIPAL BALANCES


                                               Aggregate         Percentage
                              Number of         Unpaid          of Aggregate
Principal                     Mortgage         Principal      Unpaid Principal
Balances                        Loans           Balance            Balance
- ------------------------------------------------------------------------------
  5,000.01 -  10,000.00          10              95,469.08          0.13
 10,000.01 -  15,000.00          28             373,591.70          0.51
 15,000.01 -  20,000.00          37             660,037.90          0.91
 20,000.01 -  25,000.00          45           1,040,260.06          1.43
 25,000.01 -  30,000.00          59           1,665,775.92          2.29
 30,000.01 -  35,000.00          60           1,959,701.22          2.70
 35,000.01 -  40,000.00          72           2,732,361.66          3.76
 40,000.01 -  45,000.00          70           3,008,088.42          4.14
 45,000.01 -  50,000.00          82           3,939,690.56          5.42
 50,000.01 -  55,000.00          90           4,714,044.41          6.49
 55,000.01 -  60,000.00         113           6,549,585.34          9.02
 60,000.01 -  65,000.00          82           5,117,397.87          7.04
 65,000.01 -  70,000.00          79           5,337,520.04          7.35
 70,000.01 -  75,000.00          58           4,194,173.88          5.77
 75,000.01 -  80,000.00          48           3,704,159.48          5.10
 80,000.01 -  85,000.00          28           2,317,269.51          3.19
 85,000.01 -  90,000.00          35           3,073,498.70          4.23
 90,000.01 -  95,000.00          23           2,129,133.10          2.93
 95,000.01 - 100,000.00          26           2,536,042.27          3.49
100,000.01 - 125,000.00          66           7,365,133.10         10.14
125,000.01 - 150,000.00          39           5,284,187.24          7.27
150,000.01 - 200,000.00          22           3,766,242.02          5.18
200,000.01 - 250,000.00           5           1,087,353.63          1.50
                              ------         --------------       ------
                              1,177          72,650,717.11        100.00
                              ======         ==============       ======

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998

                                     GROUP I
                                 MORTGAGE RATES

                                             Aggregate           Percentage
                            Number of         Unpaid            of Aggregate
Mortgage                    Mortgage         Principal        Unpaid Principal
Rate                          Loans           Balance              Balance
- ------------------------------------------------------------------------------
 7.51 -  8.00                    1            32,025.34              0.04
 8.01 -  8.50                   62         5,210,029.93              7.17
 8.51 -  9.00                  123         9,715,898.93             13.37
 9.01 -  9.50                  149        10,156,914.88             13.98
 9.51 - 10.00                  222        14,846,585.61             20.44
10.01 - 10.50                  139         8,443,926.40             11.62
10.51 - 11.00                  133         8,117,035.69             11.17
11.01 - 11.50                   90         5,381,961.45              7.41
11.51 - 12.00                   88         4,066,900.34              5.60
12.01 - 12.50                   54         2,399,012.69              3.30
12.51 - 13.00                   40         1,656,059.20              2.28
13.01 - 13.50                   13           492,951.93              0.68
13.51 - 14.00                   20           864,944.50              1.19
14.01 - 14.50                    6           249,677.55              0.34
14.51 - 15.00                   12           339,603.74              0.47
15.01 - 15.50                    8           262,252.74              0.36
15.51 - 16.00                   12           271,523.77              0.37
16.01 - 16.50                    2            58,753.06              0.08
16.51 - 17.00                    1            24,989.34              0.03
17.01 - 17.50                    1            13,686.82              0.02
17.51 - 18.00                    1            45,983.20              0.06
                             ------           ----------             ----
                             1,177        72,650,717.11            100.00
                             ======       ==============           ======

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998

                                     GROUP I
                          COMBINED LOAN-TO-VALUE RATIOS

                                          Aggregate           Percentage
                       Number of           Unpaid            of Aggregate
Combined               Mortgage           Principal        Unpaid Principal
Loan-to-Value           Loans              Balance              Balance
- ---------------------------------------------------------------------------
 15.01 -  20.00            3               78,216.40              0.11
 20.01 -  25.00            2               39,760.03              0.05
 25.01 -  30.00            4               78,071.89              0.11
 30.01 -  35.00            8              215,434.02              0.30
 35.01 -  40.00           11              323,575.99              0.45
 40.01 -  45.00           10              315,464.62              0.43
 45.01 -  50.00           11              436,537.11              0.60
 50.01 -  55.00           16              914,013.46              1.26
 55.01 -  60.00           18              743,487.49              1.02
 60.01 -  65.00           45            2,385,008.63              3.28
 65.01 -  70.00           76            3,812,303.12              5.25
 70.01 -  75.00          116            6,651,737.70              9.16
 75.01 -  80.00          491           30,247,766.32             41.63
 80.01 -  85.00          119            8,437,495.69             11.61
 85.01 -  90.00          144           11,426,574.39             15.73
 90.01 -  95.00           64            5,407,653.84              7.44
 95.01 - 100.00           21              599,899.66              0.83
100.01 - 105.00            3               82,989.34              0.11
105.01 - 110.00            4               75,875.03              0.10
110.01 - 115.00            2               55,000.00              0.08
115.01 - 120.00            2               67,810.81              0.09
120.01 - 125.00            7              256,041.57              0.35
                       -----           -------------            ------
                       1,177           72,650,717.11            100.00

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998



                                     GROUP I
                           REMAINING TERMS TO MATURITY

                                             Aggregate           Percentage
                     Number of                Unpaid            of Aggregate
Remaining            Mortgage                Principal        Unpaid Principal
Term                   Loans                  Balance              Balance
- ------------------------------------------------------------------------------
 49 -  60                 4                   89,823.47              0.12
 61 -  72                 1                   30,595.34              0.04
 73 -  84                 7                  126,573.16              0.17
 85 -  96                 1                   47,968.03              0.07
 97 - 108                 1                   32,925.17              0.05
109 - 120                53                1,847,496.81              2.54
133 - 144                 4                  142,675.65              0.20
157 - 168                 1                   13,686.82              0.02
169 - 180               302               14,176,778.96             19.51
181 - 192                 1                   85,798.12              0.12
217 - 228                 1                   16,600.56              0.02
229 - 240               178               10,375,840.90             14.28
289 - 300               358               23,432,921.89             32.25
325 - 336                 4                  257,021.01              0.35
353 - 356                28                2,015,807.99              2.77
357                      40                3,315,356.23              4.56
358                      58                5,282,903.66              7.27
359                      59                5,184,832.74              7.14
360                      76                6,175,110.60              8.50
                      ------              --------------           ------
                      1,177               72,650,717.11            100.00
                      ======              ==============           ======

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998


                                     GROUP I
                                OCCUPANCY STATUS

                                              Aggregate           Percentage
                         Number of             Unpaid            of Aggregate
Occupancy                Mortgage             Principal         Unpaid Principal
Status                     Loans               Balance              Balance
- --------------------------------------------------------------------------------
Non Owner Occupied            53             2,583,986.51              3.56
Owner Occupied             1,124            70,066,730.60             96.44
                           ------           --------------            -----
                           1,177            72,650,717.11            100.00
                           ======           ==============           ======

                                     GROUP I
                                 PROPERTY TYPES

                                              Aggregate           Percentage
                         Number of             Unpaid            of Aggregate
Property                 Mortgage             Principal         Unpaid Principal
Type                       Loans               Balance              Balance
- --------------------------------------------------------------------------------
Single Family                985            61,494,903.80             84.64
2-4 Unit                       6               385,732.71              0.53
Condominium                    6               263,093.61              0.36
Manufactured Home            163             9,162,639.03             12.61
Mixed Use                      1               128,700.00              0.18
PUD                           16             1,215,647.96              1.67
                           ------           --------------            -----
                           1,177            72,650,717.11            100.00
                           ======           ==============           ======

                                     GROUP I
                                 USE OF PROCEEDS

                                              Aggregate           Percentage
                         Number of             Unpaid            of Aggregate
Loan                     Mortgage             Principal         Unpaid Principal
Purpose                    Loans               Balance              Balance
- --------------------------------------------------------------------------------
Cashout Refinance            773            45,566,599.37             62.72
No Cashout Refinance         321            20,857,885.01             28.71
Purchase                      83             6,226,232.73              8.57
                           ------           --------------            -----
                           1,177            72,650,717.11            100.00
                           ======           ==============           ======

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998


                                     GROUP I
                               LOAN DOCUMENTATION

                                              Aggregate         Percentage
                            Number of          Unpaid          of Aggregate
Documentation               Mortgage          Principal       Unpaid Principal
Type                         Loans             Balance            Balance
- ------------------------------------------------------------------------------
FULL                         1,100          66,733,196.02          91.85
NO INCOME QUALIFIER             70           5,567,609.76           7.66
STATED                           7             349,911.33           0.48
                             ------         --------------        ------
                             1,177          72,650,717.11         100.00
                             ======         ==============        ======

                                     GROUP I
                 GEOGRAPHIC DISTRIBUTION OF MORTGAGED PROPERTIES

                                          Aggregate            Percentage
                       Number of           Unpaid             of Aggregate
                       Mortgage           Principal          Unpaid Principal
State                   Loans              Balance               Balance
- -----------------------------------------------------------------------------
Arkansas                   93            6,112,266.18              8.41
Florida                    31            1,850,675.65              2.55
Georgia                    46            2,932,475.95              4.04
Idaho                      12            1,043,056.67              1.44
Illinois                   24            1,382,898.86              1.90
Indiana                     6              342,586.04              0.47
Kansas                      4              366,004.80              0.50
Kentucky                    3              178,240.44              0.25
Mississippi                 4              188,625.10              0.26
Missouri                   22            1,217,454.83              1.68
New Mexico                  2              174,901.31              0.24
North Carolina            402           25,497,300.90             35.10
Oklahoma                   45            2,011,433.26              2.77
Oregon                      1               99,563.00              0.14
South Carolina             76            4,264,205.04              5.87
Tennessee                  41            2,714,562.71              3.74
Texas                      53            2,699,895.62              3.72
Utah                       63            5,668,309.07              7.80
Virginia                  229           12,599,298.11             17.34
West Virginia               5              243,315.69              0.33
Wisconsin                  14              970,147.88              1.34
Wyoming                     1               93,500.00              0.13
                        ------          --------------           ------
                        1,177           72,650,717.11            100.00
                        ======          ==============           ======

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998

                                     GROUP I
                   GROSS MARGINS OF THE ADJUSTABLE RATE LOANS

                                              Aggregate           Percentage
                      Number of                Unpaid            of Aggregate
Gross                  Mortgage               Principal        Unpaid Principal
Margins                  Loans                 Balance             Balance
- -------------------------------------------------------------------------------
  4.51 -  5.00             2                   90,320.61              3.09
  5.01 -  5.50            15                1,092,961.63             37.42
  5.51 -  6.00             5                  536,846.03             18.38
  6.01 -  6.50             4                  274,705.61              9.41
  6.51 -  7.00             2                  138,178.71              4.73
  7.01 -  7.50             3                  168,911.69              5.78
  7.51 -  8.00             3                  312,119.44             10.69
  8.01 -  8.50             2                  167,509.47              5.73
  8.51 -  9.00             1                  139,288.77              4.77
                          --                -------------           ------
                          37                2,920,841.96            100.00
                          ===               =============           ======


                                     GROUP I
                  MAXIMUM MARGINS OF THE ADJUSTABLE RATE LOANS

                                            Aggregate            Percentage
                     Number of               Unpaid             of Aggregate
Maximum               Mortgage              Principal         Unpaid Principal
Rates                  Loans                 Balance              Balance
- --------------------------------------------------------------------------
13.51 - 14.00            1                   32,025.34              1.10
14.01 - 14.50            3                  138,699.71              4.75
14.51 - 15.00            5                  437,217.31             14.97
15.01 - 15.50            7                  501,597.90             17.17
15.51 - 16.00           10                  886,982.06             30.37
16.01 - 16.50            2                   74,416.31              2.55
16.51 - 17.00            3                  314,050.17             10.75
17.01 - 17.50            4                  406,928.61             13.93
18.01 - 18.50            2                  128,924.55              4.41
                        --                ------------            ------
                        37                2,920,841.96            100.00
                        ==                ============            ======

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998



                                     GROUP I
                    FLOOR RATES OF THE ADJUSTABLE RATE LOANS

                                              Aggregate            Percentage
                       Number of               Unpaid             of Aggregate
Floor                  Mortgage               Principal         Unpaid Principal
Rates                    Loans                 Balance              Balance
- --------------------------------------------------------------------------------
 7.51 -  8.00              1                   32,025.34              1.10
 8.01 -  8.50              3                  138,699.71              4.75
 8.51 -  9.00              5                  437,217.31             14.97
 9.01 -  9.50              7                  501,597.90             17.17
 9.51 - 10.00             10                  886,982.06             30.37
10.01 - 10.50              2                   74,416.31              2.55
10.51 - 11.00              3                  314,050.17             10.75
11.01 - 11.50              4                  406,928.61             13.93
12.01 - 12.50              2                  128,924.55              4.41
                          --                ------------            ------
                          37                2,920,841.96            100.00
                          ==                ============            ======

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998


      Summary of Characteristics of the Group II Initial Home Equity Loans

Aggregate Number of Initial Home Equity Loans                        1,127

Principal Balance
     Aggregate Principal Balance                            $75,332,394.79
     Average Principal Balance                                  $66,843.30
     Range of Principal Balances                   $6,762.38 - $698,651.66

Coupon Rates
     Weighted Average Coupon Rate                                  10.315%
     Range of Coupon Rates                                7.550% - 16.590%

Original Term to Maturity
     Weighted Average Original Term to Maturity                        287
     Range of Original Terms to Maturity                   60 - 360 Months

Remaining Term to Maturity
     Weighted Average Remaining Term to Maturity                       286
     Range of Remaining Term to Maturity                   57 - 360 Months

Percentage Fixed Rate Loans                                         95.17%
Percentage Adjustable Rate Loans                                     4.83%

Percentage of First Lien Initial Home Equity Loans                  92.07%
Percentage of Second Lien Initial Home Equity Loans                  7.93%

Weighted Average Combined Loan-to-Value Ratio                       80.57%

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998

                                    GROUP II
                               PRINCIPAL BALANCES

                                             Aggregate            Percentage
                            Number of          Unpaid            of Aggregate
Principal                   Mortgage          Principal        Unpaid Principal
Balances                     Loans             Balance              Balance
- -------------------------------------------------------------------------------
  5,000.01 -  10,000.00         4              35,529.98              0.05
 10,000.01 -  15,000.00        31             413,527.01              0.55
 15,000.01 -  20,000.00        54             966,161.55              1.28
 20,000.01 -  25,000.00        55           1,246,236.17              1.65
 25,000.01 -  30,000.00        59           1,635,299.80              2.17
 30,000.01 -  35,000.00        55           1,791,777.48              2.38
 35,000.01 -  40,000.00        67           2,551,884.27              3.39
 40,000.01 -  45,000.00        78           3,357,861.12              4.46
 45,000.01 -  50,000.00        70           3,362,938.71              4.46
 50,000.01 -  55,000.00        66           3,485,104.02              4.63
 55,000.01 -  60,000.00        95           5,503,919.86              7.31
 60,000.01 -  65,000.00        76           4,755,642.79              6.31
 65,000.01 -  70,000.00        70           4,718,274.07              6.26
 70,000.01 -  75,000.00        50           3,640,479.97              4.83
 75,000.01 -  80,000.00        44           3,414,656.34              4.53
 80,000.01 -  85,000.00        33           2,726,968.54              3.62
 85,000.01 -  90,000.00        27           2,354,998.88              3.13
 90,000.01 -  95,000.00        20           1,853,261.58              2.46
 95,000.01 - 100,000.00        24           2,331,657.20              3.10
100,000.01 - 125,000.00        58           6,513,191.78              8.65
125,000.01 - 150,000.00        33           4,366,567.91              5.80
150,000.01 - 200,000.00        28           4,796,240.94              6.37
200,000.01 - 250,000.00        12           2,734,255.54              3.63
250,000.01 - 300,000.00         9           2,471,654.52              3.28
300,000.01 - 350,000.00         2             655,886.18              0.87
350,000.01 - 400,000.00         1             365,750.00              0.49
400,000.01 - 450,000.00         1             427,000.00              0.57
450,000.01 - 500,000.00         3           1,463,684.53              1.94
650,000.01 - 700,000.00         2           1,391,984.05              1.85
                            ------         -------------            ------
                            1,127          75,332,394.79            100.00
                            ======         =============            ======


FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998



                                    GROUP II
                                 MORTGAGE RATES

                                                             Percentage
                                            Aggregate       of Aggregate
                        Number of            Unpaid            Unpaid
Mortgage                Mortgage            Principal         Principal
Rate                     Loans               Balance           Balance
- ------------------------------------------------------------------------
 7.51 -  8.00               1                69,792.32             0.09
 8.01 -  8.50              67             8,270,809.18            10.98
 8.51 -  9.00             111            10,755,925.88            14.28
 9.01 -  9.50             108             7,579,747.23            10.06
 9.51 - 10.00             182            13,015,221.00            17.28
10.01 - 10.50             126             8,453,756.46            11.22
10.51 - 11.00             157             9,398,446.80            12.48
11.01 - 11.50              84             5,044,671.23             6.70
11.51 - 12.00              99             4,762,204.01             6.32
12.01 - 12.50              50             2,833,106.84             3.76
12.51 - 13.00              28             1,068,490.34             1.42
13.01 - 13.50              21             1,087,130.78             1.44
13.51 - 14.00              28             1,096,014.57             1.45
14.01 - 14.50              12               444,658.31             0.59
14.51 - 15.00              22               645,610.03             0.86
15.01 - 15.50              12               334,121.21             0.44
15.51 - 16.00              16               399,194.03             0.53
16.01 - 16.50               2                57,501.06             0.08
16.51 - 17.00               1                15,993.51             0.02
                        -----            -------------           ------
                        1,127            75,332,394.79           100.00
                        =====            =============           ======


FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998


                                    GROUP II
                           REMAINING TERMS TO MATURITY

                                            Aggregate           Percentage
                      Number of              Unpaid            of Aggregate
Remaining             Mortgage              Principal        Unpaid Principal
Term                   Loans                 Balance              Balance
- -----------------------------------------------------------------------------
 49 -  60                 4                  54,398.53              0.07
 61 -  72                 1                  27,000.00              0.04
 73 -  84                 8                 216,043.84              0.29
109 - 120                47               1,359,708.38              1.80
133 - 144                 6                 280,202.96              0.37
145 - 156                 2                 113,711.56              0.15
169 - 180               325              14,664,283.40             19.47
193 - 204                 1                  88,315.28              0.12
217 - 228                 3                  98,089.78              0.13
229 - 240               142               8,365,144.92             11.10
289 - 300               311              21,966,502.41             29.16
325 - 336                 1                  75,854.11              0.10
337 - 348                 6                 664,716.50              0.88
349 - 352                 1                 280,427.65              0.37
353 - 356                27               3,153,909.23              4.19
357                      36               4,488,096.77              5.96
358                      72               6,624,549.02              8.79
359                      50               4,554,348.90              6.05
360                      84               8,257,091.55             10.96
                      -----              -------------            ------
                      1,127              75,332,394.79            100.00
                      =====              =============            ======

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998


                                    GROUP II
                          COMBINED LOAN-TO-VALUE RATIOS

                                            Aggregate            Percentage
                          Number of          Unpaid             of Aggregate
Combined                  Mortgage          Principal         Unpaid Principal
Loan-to-Value               Loans            Balance               Balance
- ------------------------------------------------------------------------------
 15.01 -  20.00                1             12,000.00               0.02
 25.01 -  30.00                2             27,000.00               0.04
 30.01 -  35.00               12            302,333.57               0.40
 35.01 -  40.00                7            198,210.16               0.26
 40.01 -  45.00               13            504,937.52               0.67
 45.01 -  50.00               16            625,136.82               0.83
 50.01 -  55.00               21            783,966.81               1.04
 55.01 -  60.00               18          1,303,391.66               1.73
 60.01 -  65.00               33          2,326,444.00               3.09
 65.01 -  70.00               64          3,340,920.07               4.43
 70.01 -  75.00              128          7,305,143.47               9.70
 75.01 -  80.00              431         28,815,623.45              38.25
 80.01 -  85.00              109          8,846,082.60              11.74
 85.01 -  90.00              152         13,657,663.88              18.13
 90.01 -  95.00               64          5,376,511.82               7.14
> 95.01                       56          1,907,028.96               2.53
                              ---         -------------              ----
                           1,127         75,332,394.79             100.00
                           ======        ==============            ======


FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998


                                    GROUP II
                 GEOGRAPHIC DISTRIBUTION OF MORTGAGED PROPERTIES

                                            Aggregate           Percentage
                       Number of             Unpaid            of Aggregate
                        Mortgage            Principal        Unpaid Principal
State                    Loans               Balance              Balance
- -------------------------------------------------------------------------
Arkansas                   98              7,681,093.68            10.20
Colorado                    5                333,560.47             0.44
Florida                    10                607,691.23             0.81
Georgia                    48              3,692,681.79             4.90
Idaho                      13                908,933.83             1.21
Illinois                   20              1,713,691.45             2.27
Indiana                    12                868,024.17             1.15
Kansas                      3                169,396.98             0.22
Kentucky                    1                 83,136.24             0.11
Louisiana                   1                 16,798.96             0.02
Mississippi                 5                450,459.75             0.60
Missouri                   22              1,180,421.62             1.57
Montana                     1                 89,247.81             0.12
Nevada                      2                340,333.39             0.45
New Mexico                  6                313,552.27             0.42
North Carolina            373             24,561,628.31            32.60
Oklahoma                   41              1,905,834.91             2.53
Oregon                      2                133,930.91             0.18
South Carolina             89              4,961,742.55             6.59
Tennessee                  33              2,344,849.90             3.11
Texas                      42              2,406,030.38             3.19
Utah                       72              6,835,226.30             9.07
Virginia                  197             11,706,591.54            15.54
Washington                  1                124,793.21             0.17
West Virginia               9                454,935.04             0.60
Wisconsin                  20              1,402,970.65             1.86
Wyoming                     1                 44,837.45             0.06
                        -----             -------------           ------
                        1,127             75,332,394.79           100.00
                        =====             =============           ======


FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998


                                    GROUP II
                                OCCUPANCY STATUS

                                              Aggregate          Percentage
                          Number of             Unpaid          of Aggregate
Occupancy                 Mortgage             Principal      Unpaid Principal
Status                      Loans               Balance            Balance
- ------------------------------------------------------------------------------
Non Owner Occupied            31             1,486,682.44            1.97
Owner Occupied             1,096            73,845,712.35           98.03
                           ------           --------------          -----
                           1,127            75,332,394.79          100.00
                           ======           ==============         ======


                                    GROUP II
                                 PROPERTY TYPES

                                               Aggregate         Percentage
                          Number of             Unpaid          of Aggregate
Property                  Mortgage             Principal       Unpaid Principal
Type                        Loans               Balance             Balance
- -------------------------------------------------------------------------------
 Single Family               964            64,915,703.75           86.17
2-4 Unit                       6               401,505.91            0.53
Condominium                    5               468,893.52            0.62
Manufactured Home            133             7,067,127.82            9.38
PUD                           19             2,479,163.79            3.29
                           ------           --------------          -----
                           1,127            75,332,394.79          100.00
                           ======           ==============         ======

                                    GROUP II
                                 USE OF PROCEEDS

                                              Aggregate          Percentage
                          Number of            Unpaid           of Aggregate
Loan                       Mortgage           Principal       Unpaid Principal
Purpose                     Loans              Balance             Balance
- ------------------------------------------------------------------------------
Cashout Refi                 740            48,071,798.19           63.81
No Cashout Refi              309            20,256,197.84           26.89
Purchase                      78             7,004,398.76            9.30
                           ------           --------------          -----
                           1,127            75,332,394.79          100.00
                           ======           ==============         ======


FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998




         GROUP II
    LOAN DOCUMENTATION

                                             Aggregate             Percentage
                        Number of             Unpaid              of Aggregate
Documentation            Mortgage            Principal          Unpaid Principal
Type                      Loans               Balance                Balance
- --------------------------------------------------------------------------------
FULL                      1,085            72,033,550.58               95.62
NO INCOME QUALIFIER          35             2,865,909.12                3.80
STATED                        7               432,935.09                0.57
                          -----            -------------              ------
                          1,127            75,332,394.79              100.00
                          =====            =============              ======


                                    GROUP II
                   GROSS MARGINS OF THE ADJUSTABLE RATE LOANS

                                             Aggregate             Percentage
                        Number of             Unpaid              of Aggregate
Gross                    Mortgage            Principal          Unpaid Principal
Margins                   Loans               Balance                Balance
- --------------------------------------------------------------------------------
 4.51 -  5.00                 4            944,342.44               25.97
 5.01 -  5.50                13            824,153.33               22.66
 5.51 -  6.00                 2            262,479.71                7.22
 6.01 -  6.50                 8            695,628.01               19.13
 6.51 -  7.00                 1            124,793.21                3.43
 7.01 -  7.50                 2            281,693.68                7.75
 7.51 -  8.00                 2            207,078.58                5.69
 8.01 -  8.50                 3            296,314.20                8.15
                             --          ------------              ------
                             35          3,636,483.16              100.00
                             ==          ============              ======

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.

<PAGE>

                 First Greensboro Home Equity Loan Trust 1998-1
   $175,000,000 Fixed Rate Home Equity Loan, Asset Backed Notes, Series 1998-1
                   Updated Marketing Memorandum, June 19, 1998


                                    GROUP II
                   MAXIMUM RATES OF THE ADJUSTABLE RATE LOANS

                                         Aggregate             Percentage
                      Number of           Unpaid              of Aggregate
Maximum               Mortgage           Principal          Unpaid Principal
Rates                  Loans              Balance                Balance
- ----------------------------------------------------------------------------
13.51 - 14.00             1                69,792.32               1.92
14.01 - 14.50             2               111,107.82               3.06
14.51 - 15.00             6             1,157,876.96              31.84
15.01 - 15.50             8               476,843.77              13.11
15.51 - 16.00             6               552,046.56              15.18
16.01 - 16.50             5               549,866.06              15.12
16.51 - 17.00             5               531,820.37              14.62
17.01 - 17.50             2               187,129.30               5.15
                         --             ------------             ------
                         35             3,636,483.16             100.00
                         ==             ============             ======


                                    GROUP II
                    FLOOR RATES OF THE ADJUSTABLE RATE LOANS

                                          Aggregate            Percentage
                     Number of             Unpaid             of Aggregate
Floor                Mortgage             Principal         Unpaid Principal
Rates                  Loans               Balance               Balance
- ----------------------------------------------------------------------------
 7.51 -  8.00             1                 69792.32               1.92
 8.01 -  8.50             2                111107.82               3.06
 8.51 -  9.00             6               1157876.96              31.84
 9.01 -  9.50             8                476843.77              13.11
 9.51 - 10.00             6                552046.56              15.18
10.01 - 10.50             5                549866.06              15.12
10.51 - 11.00             5                531820.37              14.62
11.01 - 11.50             2               187,129.30               5.15
                         --             ------------             ------
                         35             3,636,483.16             100.00
                         ==             ============             ======

FIRST UNION CAPITAL MARKETS
- --------------------------------------------------------------------------------

THE INFORMATION IN THIS MARKETING  MEMORANDUM  SUPERSEDES THE INFORMATION IN ANY
PRECEDING MARKETING MEMORANDUM, AND WILL BE SUPERSEDED BY THE INFORMATION IN THE
PROSPECTUS SUPPLEMENT.

THIS INFORMATION DOES NOT CONSTITUTE EITHER AN OFFER TO SELL OR A SOLICIATION OF
AN OFFER TO BUY ANY OF THE SECURITIES REFERRED TO HEREIN.  INFORMATION CONTAINED
HEREIN IS CONFIDENTIAL AND PROVIDED FOR INFORMATION ONLY, DOES NOT PURPORT TO BE
COMPLETE  AND SHOULD  NOT BE RELIED  UPON IN  CONNECTION  WITH ANY  DECISION  TO
PURCHASE THE SECURITIES.  THIS INFORMATION  SUPERSEDES ANY PRIOR VERSIONS HEREOF
AND WILL BE DEEMED TO BE SUPERSEDED BY ANY SUBSEQUENT VERSIONS  INCLUDING,  WITH
RESPECT TO ANY  DESCRIPTION  OF THE  SECURITIES OR THE  UNDERLYING  ASSETS,  THE
INFORMATION   CONTAINEDIN  THE  FINAL  PROSPECTUS  AND  ACCOMPANYING  PROSPECTUS
SUPPLEMENT. OFFERS TO SELL AND SOLICITATIONS OF OFFERS TO BUY THE SECURITIES ARE
MADE ONLY BY THE FINAL PROSPECTUS SUPPLEMENT AND THE RELATED PROSPECTUS.



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