NORWEST ASSET SECURITIES CORP MOR PAS THR CERT SER 1998-7 TR
10-K/A, 1999-12-20
ASSET-BACKED SECURITIES
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                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C.  20549


                                   FORM 10-K/A
                                 Amendment No.1

(Mark One)

/ x / ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
      THE SECURITIES EXCHANGE ACT OF 1934
      For the fiscal year ended December 31, 1998 or

/   / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
      SECURITIES EXCHANGE ACT OF 1934


      Commission File No.:   333-45021-02

                      Norwest Asset Securities Corporation
                       Mortgage Pass-Through Certificates
                               Series 1998-7 Trust
             (Exact name of registrant as specified in its charter)



New York                           52-2094627
(State or other jurisdiction     (I.R.S. Employer
 of incorporation or              Identification  No.)
 organization)

c/o Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, Maryland                            21044
(Address of principal executive offices)     (ZIP Code)


Registrant's telephone number, including area code:
     (410) 884-2000

Securities to be registered pursuant to Section 12(b)
of the Act:

     NONE

Securities to be registered pursuant to Section 12(g)
of the Act:

     NONE

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

     Yes   X          No ___


This Amendment No. 1 on Form 10-K/A amends Item 14 of the original Annual Report
on Form 10-K (the  "Original  Form 10-K") filed on March 26, 1999,  on behalf of
Norwest Asset Securities  Corporation Mortgage Pass-Through  Certificates Series
1998-7 Trust  established  pursuant to a Pooling and Servicing  Agreement  among
NORWEST  ASSET  SECURITIES  CORPORATION  (Seller)  and NORWEST  BANK  MINNESOTA,
NATIONAL  ASSOCIATION (Master Servicer) and FIRST UNION NATIONAL BANK (Trustee),
pursuant to which the Norwest Asset Securities Corporation Mortgage Pass-Through
Certificates  Series 1998-7 Trust  registered  under the  Securities Act of 1933
(the "Certificates") were issued.

Item 14 of the Original Form 10-K is amended to read in its entirety as follows:

Item 14.  Exhibits, Financial Statement Schedules, and Reports
          on Form 8-K.

          (a) Exhibits

              (99.1) Annual Independent Accountants' Servicing
                     Reports concerning servicing activities for
                     the year ended December 31, 1998.

                     a)   AMERICAN CITY MTG CORP <F1>
                     b)   BRENTON MTGS INC <F1>
                     c)   COLUMBIA NATIONAL INC <F1>
                     d)   FARMERS STATE BANK & TRUST CO <F1>
                     e)   FT MTG COMPANIES <F1>
                     f)   HUNTINGTON MTG CO <F1>
                     g)   NATIONAL CITY MTG CO <F1>
                     h)   NORWEST MTG INC <F1>
                     i)   PEOPLES BANK <F1>
                     j)   PLYMOUTH SAVINGS BANK <F1>
                     k)   SUN TRUST MTG INC <F1>

              (99.2) Report of Management as to Compliance with
                     Minimum Servicing Standards for the year
                     ended December 31, 1998.

                     a)   AMERICAN CITY MTG CORP <F1>
                     b)   BRENTON MTGS INC <F1>
                     c)   COLUMBIA NATIONAL INC <F1>
                     d)   FARMERS STATE BANK & TRUST CO <F1>
                     e)   FT MTG COMPANIES <F1>
                     f)   HUNTINGTON MTG CO <F1>
                     g)   NATIONAL CITY MTG CO <F1>
                     h)   NORWEST MTG INC <F1>
                     i)   PEOPLES BANK <F1>
                     j)   PLYMOUTH SAVINGS BANK <F1>
                     k)   SUN TRUST MTG INC <F1>

              (99.3) Annual Statements of Compliance under the
                     Pooling and Servicing Agreements for the
                     year ended December 31, 1998.

                     a)   AMERICAN CITY MTG CORP <F1>
                     b)   BRENTON MTGS INC <F1>
                     c)   COLUMBIA NATIONAL INC <F1>
                     d)   FARMERS STATE BANK & TRUST CO <F1>
                     e)   FT MTG COMPANIES <F1>
                     f)   HUNTINGTON MTG CO <F1>
                     g)   NATIONAL CITY MTG CO <F1>
                     h)   NORWEST MTG INC <F1>
                     i)   PEOPLES BANK <F1>
                     j)   PLYMOUTH SAVINGS BANK <F1>
                     k)   SUN TRUST MTG INC <F1>

              (99.4) Aggregate Statement of Principal and
                     Interest Distributions to Certificate
                     Holders. <F3>

            (b)  On  October 6, 1998, November 10, 1998, and
                 December 8, 1998, reports on Form 8-K were filed
                 by the Company in order to provide the
                 statements for the monthly distributions to
                 holders of the Certificates.  No other reports on
                 Form 8-K have been filed during the last quarter
                 of the period covered by this report.

            (c)  Not applicable.

            (d)  Omitted.

<F1>  Filed herewith.
<F2>  Previously filed.

                           SIGNATURE

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:

Norwest Asset Securities Corporation
Mortgage Pass-Through Certificates
Series  1998-7        Trust

Signed:   Norwest Bank Minnesota, N.A., as Master Servicer

By:   Sherri J. Sharps, Vice President
By:  /s/  Sherri J. Sharps, Vice President

Dated:  December 17, 1999

Exhibit Index

Exhibit No.

Exhibits

99.1 Annual  Independent  Accountants'  Servicing Reports  concerning  servicing
     activities for the year ended December 31, 1998.

                     a)   AMERICAN CITY MTG CORP <F1>
                     b)   BRENTON MTGS INC <F1>
                     c)   COLUMBIA NATIONAL INC <F1>
                     d)   FARMERS STATE BANK & TRUST CO <F1>
                     e)   FT MTG COMPANIES <F1>
                     f)   HUNTINGTON MTG CO <F1>
                     g)   NATIONAL CITY MTG CO <F1>
                     h)   NORWEST MTG INC <F1>
                     i)   PEOPLES BANK <F1>
                     j)   PLYMOUTH SAVINGS BANK <F1>
                     k)   SUN TRUST MTG INC <F1>

99.2 Report of Management as to Compliance with Minimum Servicing  Standards for
     the year ended December 31, 1998.

                     a)   AMERICAN CITY MTG CORP <F1>
                     b)   BRENTON MTGS INC <F1>
                     c)   COLUMBIA NATIONAL INC <F1>
                     d)   FARMERS STATE BANK & TRUST CO <F1>
                     e)   FT MTG COMPANIES <F1>
                     f)   HUNTINGTON MTG CO <F1>
                     g)   NATIONAL CITY MTG CO <F1>
                     h)   NORWEST MTG INC <F1>
                     i)   PEOPLES BANK <F1>
                     j)   PLYMOUTH SAVINGS BANK <F1>
                     k)   SUN TRUST MTG INC <F1>

99.3 Annual Statements of Compliance under the Pooling and Servicing  Agreements
     for the year ended December 31, 1998.

                     a)   AMERICAN CITY MTG CORP <F1>
                     b)   BRENTON MTGS INC <F1>
                     c)   COLUMBIA NATIONAL INC <F1>
                     d)   FARMERS STATE BANK & TRUST CO <F1>
                     e)   FT MTG COMPANIES <F1>
                     f)   HUNTINGTON MTG CO <F1>
                     g)   NATIONAL CITY MTG CO <F1>
                     h)   NORWEST MTG INC <F1>
                     i)   PEOPLES BANK <F1>
                     j)   PLYMOUTH SAVINGS BANK <F1>
                     k)   SUN TRUST MTG INC <F1>

99.4 Aggregate Statement of Principal and Interest  Distributions to Certificate
     Holders. <F2>

<F1>  Filed herewith.
<F2>  Previously filed.



(LOGO) Katz, Katz & Sparks, P.C.

Certified Public Accountants Business Development Consultants

Independent Accountant's Report

To American City Mortgage Corporation

We  have  examined   management's   assertion   about   American  City  Mortgage
Corporation's  compliance with the minimum servicing standards identified in the
Mortgage Bankers Association of America's Uniform Single Attestation Program for
Mortgage  Bankers  (USAP) as of and for the year ended October 31, 1998 included
in the accompanying management assertion. Management is responsible for American
City Mortgage  Corporation's  compliance with those minimum servicing standards.
Our responsibility is to express an opinion on management's  assertion about the
entity's compliance based on our examination.

Our  examination  was  made in  accordance  with  standards  established  by the
American  Institute of Certified Public Accountants and,  accordingly,  included
examining,  on a test basis, evidence about American City Mortgage Corporation's
compliance  with the  minimum  servicing  standards  and  performing  such other
procedures as we considered necessary in the circumstances.  We believe that our
examination  provides a reasonable  basis for our opinion.  Our examination does
not  provide a legal  determination  on  American  City  Mortgage  Corporation's
compliance with the minimum servicing standards.

In our opinion,  management's  assertion that American City Mortgage Corporation
complied with the aforementioned  minimum servicing  standards as of and for the
year ended October 31, 1998 is fairly stated, in all material respects.

KATZ, KATZ & SPARKS, P.C.
Certified Public Accountants


Westlake Village, California
January 21, 1999

3075 E. Thousand Oaks Blvd., #100,  Westlake Village,  CA 91362 o 805-496-4140 o
FAX 805-496-8004 (degree) E-Mail: [email protected]




(LOGO)
BROOKS LODDEN P.C.
certified public accountants

Charles C. Brooks, III, CPA
Telford A. Lodden, CPA, CFP, CVA
James E. Benbow, CPA
Bruce X. Hartley,  CPA
John E. Lamal, CPA

INDEPENDENT ACCOUNTANT'S REPORT

To the Board of Directors
Brenton Mortgages, Inc.
Des Moines, Iowa

We  have  examined  management's  assertion  about  Brenton  Mortgages,   Inc.'s
compliance  with the minimum  servicing  standards  identified  in the  Mortgage
Bankers Association of America's Uniform Single Attestation Program for Mortgage
Bankers  (USAP) as of and for the year ended  December 31, 1998  included in the
accompanying  management  assertion.   Management  is  responsible  for  Brenton
Mortgages,  Inc.'s  compliance  with  those  minimum  servicing  standards.  Our
responsibility  is to express an opinion  on  management's  assertion  about the
entity's compliance based on our examination.

Our  examination  was  made in  accordance  with  standards  established  by the
American  Institute of Certified Public Accountants and,  accordingly,  included
examining, on a test basis, evidence about Brenton Mortgages,  Inc.'s compliance
with the minimum servicing  standards and performing such other procedures as we
considered  necessary  in the  circumstances.  We believe  that our  examination
provides a reasonable basis for our opinion.  Our examination does not provide a
legal  determination on Brenton  Mortgages,  Inc.'s  compliance with the minimum
servicing standards.

In our opinion,  management's  assertion that Brenton  Mortgages,  Inc. complied
with the aforementioned minimum servicing standards as of and for the year ended
December 31, 1998 is fairly stated, in all material respects.

BROOKS LODDEN P.C.

West Des Moines, Iowa
January 8, 1999

1441 29th Street, Suite 305 * West Des Moines, Iowa 50266 * Phone 515.223.7300 *
Fax: 515.223.8778



(LOGO) ARTHUR ANDERSEN LLP

INDEPENDENT ACCOUNTANT'S REPORT

To the Board of Directors of
Columbia National, Inc.:

We  have  examined  management's  assertion  about  Columbia  National,   Inc.'s
compliance  with the minimum  servicing  standards  identified  in the  Mortgage
Bankers Association of America's Uniform Single Attestation Program for Mortgage
Bankers and that  Columbia  National,  Inc. had in effect a fidelity bond policy
and an errors and omissions  policy in the amount of $10,000,000 and $9,500,000,
respectively,  for the period January  1,1998 through  December 30, 1998, and in
the amount of $11,000,000 and $11,000,000, respectively, as of December 31,1998,
included in the accompanying  management's assertion.  Management is responsible
for Columbia National,  Inc.'s compliance with those minimum servicing standards
and for  maintaining  a  fidelity  bond and  errors and  omissions  policy.  Our
responsibility  is to express an opinion on management's  assertion based on our
examination.

Our  examination  was  made in  accordance  with  standards  established  by the
American  Institute of Certified Public Accountants and,  accordingly,  included
examining, on a test basis, evidence about Columbia National,  Inc.'s compliance
with the minimum servicing  standards and performing such other procedures as we
considered  necessary  in the  circumstances.  We believe  that our  examination
provides a reasonable basis for our opinion.  Our examination does not provide a
legal  determination on Columbia  National,  Inc.'s  compliance with the minimum
servicing standards.

In our opinion,  management's  assertion that Columbia  National,  Inc. complied
with the aforementioned  minimum servicing standards and that Columbia National,
Inc. had in effect a fidelity bond policy and an errors and omissions  policy in
the amount of $10,000,000 and $9,500,000,  respectively, for the period January
1,1998  through  December  30,  1998,  and  in the  amount  of  $11,000,000  and
$11,000,000,  respectively,  as of December  31, 1998 is fairly  stated,  in all
material respects.


Arthur Andersen LLP
Washington, D.C.. February 18,1999





(LOGO)

KPMG Peat Marwick LLP

233 South 13th Street, Suite 1600
Lincoln, NE 68508-2041

Two Central Park Plaza
Suite 1501
Omaha, NE 68102

Independent Accountants' Report

The Board of Directors
Farmers State Bank & Trust Co. of Superior:

We have examined management's  assertion about Farmers State Bank & Trust Co. of
Superior's (the Bank) compliance with the minimum servicing  standards set forth
in  the  Mortgage  Bankers  Association  of  America's  (MBA's)  Uniform  Single
Attestation  Program for Mortgage Bankers (USAP),  except For minimum  servicing
standards V.4. and VI.1, which the MBA has interpreted as being  inapplicable to
the servicing of commercial and multi-Family loans, as of and for the year ended
December 31, 1998, included in the accompanying management assertion. Management
is responsible for the Bank's compliance with those minimum servicing standards.
Our responsibility is to express an opinion on management's  assertion about the
Bank's compliance based on our examination.

Our  examination  was  made in  accordance  with  standards  established  by the
American  Institute of Certified Public Accountants and,  accordingly,  included
examining,  on a test  basis,  evidence  about the  Bank's  compliance  with the
minimum  servicing   standards  and  performing  such  other  procedures  as  we
considered  necessary  in the  circumstances.  We believe  that our  examination
provides a reasonable basis for our opinion.  Our examination does not provide a
legal  determination  on  the  Bank's  compliance  with  the  minimum  servicing
standards.

In our  opinion,  management's  assertion  that  the Bank  has  complied  in all
material respects with the aforementioned  minimum servicing standards as of and
for the year ended December 31, 1998 is fairly stated, in all material respects.

KPMG Peat Marwick LLP

March 17, 1999






                               ARTHUR ANDERSEN LLP
(logo)


                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To the Stockholder of FT Mortgage Companies:

We have  examined  management's  assertion  about FT  Mortgage  Companies'  (the
"Company")  compliance with the minimum  servicing  standards  identified in the
Mortgage Bankers Association of America's Uniform Single Attestation Program for
Mortgage  Bankers  (USAP) and that the  Company  had in effect a  fidelity  bond
policy in the amount of  $70,000,000  and an errors and omissions  policy in the
amount of $50,000,000 as of and for the year ended December 31,1998, included in
the accompanying management assertion letter.  Management is responsible for the
Company's  compliance with those minimum servicing standards and for maintaining
a fidelity  bond and errors  and  omissions  policy.  Our  responsibility  is to
express an opinion on management's assertion about the Company's compliance with
the minimum  servicing  standards and  maintenance of a fidelity bond and errors
and omissions policy based on our examination.

Our  examination  was  made in  accordance  with  standards  established  by the
American  Institute of Certified Public Accountants and,  accordingly,  included
examining,  on a test basis,  evidence about the Company's  compliance  with the
minimum  servicing   standards  and  performing  such  other  procedures  as  we
considered  necessary  in the  circumstances.  We believe  that our  examination
provides a reasonable basis for our opinion.  Our examination does not provide a
legal  determination  on the  Company's  compliance  with the minimum  servicing
standards.

In our opinion, except for the matters disclosed therein, management's assertion
that the Company complied with the  aforementioned  minimum servicing  standards
and that the  Company  had in effect a  fidelity  bond  policy in the  amount of
$70,000,000  and an errors and omissions  policy in the amount of $50,000,000 as
of and for the year ended December 31, 1998, is fairly  stated,  in all material
respects.

Arthur Andersen, LLP

Memphis, Tennessee, February 12, 1999.





(LOGO)
ERNST& YOUNG LLP
One Columbus
10 West Broad Street
Columbus, Ohio 43215-3400
Phone: 614 224 5678
Fax: 614 222 3939


Report of Independent Accountants

Board of Directors
The Huntington Mortgage Company

We have examined  management's  assertion,  included in the accompanying  report
titled Report of  Management,  that The  Huntington  Mortgage  Company  (HMC), a
wholly-owned  subsidiary  of The  Huntington  National  Bank,  complied with the
minimum  servicing  standards set forth in the Mortgage  Bankers  Association of
America's Uniform Single Attestation Program for Mortgage Bankers  (USAP) during
the year ended December 31, 1998. Management is responsible for HMC's compliance
with  those  requirements.  Our  responsibility  is to  express  an  opinion  on
management's assertion about HMC's compliance based on our examination.

Our examination  was conducted in accordance  with standards  established by the
American  Institute of Certified Public Accountants and,  accordingly,  included
examining,  on  a  test  basis,  evidence  about  HMC's  compliance  with  those
requirements and performing such other procedures as we considered  necessary in
the circumstances.  We believe that our examination  provides a reasonable basis
for our opinion. Our examination does not provide a legal determination on HMC's
compliance with specified requirements.

In our opinion, management's assertion that HMC complied with the aforementioned
requirements  during the year ended December 31, 1998 is fairly  stated,  in all
material respects.

ERNST& YOUNG LLP

March 10, 1999


20

Ernst  &Young  LLP  is a  member  of  Ernst  &Young
International, Ltd.




(LOGO)

ERNST & YOUNG LLP

1300 Huntington Building
925 Euclid Avenue
Cleveland, Ohio 44115-1405

Phone: 216 861 5000

Report on Management's  Assertion on Compliance with Minimum Servicing Standards
Set Forth in the Uniform Single Attestation Program for Mortgage Bankers

Report of Independent Accountants

Board of Directors
National City Mortgage Co.

We have examined  management's  assertion,  included in the accompanying  report
titled Report of Management, that National City Mortgage Co. (NCM) complied with
the minimum servicing standards set forth in the Mortgage Bankers Association of
America's Uniform Single Attestation  Program for Mortgage Bankers (USAP) during
the year ended December 31, 1998. Management is responsible for NCM's compliance
with  those  requirements.  Our  responsibility  is to  express  an  opinion  on
management's assertions about NCM's compliance based on our examination.

Our  examination  was  made in  accordance  with  standards  established  by the
American  Institute of Certified Public Accountants and,  accordingly,  included
examining,  on  a  test  basis,  evidence  about  NCM's  compliance  with  those
requirements and performing such other procedures as we considered  necessary in
the circumstances.  We believe that our examination  provides a reasonable basis
for our opinion. Our examination does not provide a legal determination on NCM's
compliance with specified requirements.

In  our  opinion,   management's   assertion,   that  NCM   complied   with  the
aforementioned  requirements  during the year ended December 31, 1998, is fairly
stated, in all material respects.

Ernst &Young LLP

January 29, 1999

Ernst &Young LLP is a member of Ernst &Young International, Ltd.




(LOGO)
KPMG Peat Marwick LLP

2500 Ruan Center
RO. Box 772
Des Moines, IA 50303

INDEPENDENT AUDITORS' REPORT

The Board of Directors
Norwest Mortgage, Inc.:

We  have  examined  management's  assertion  about  Norwest  Mortgage  Banking's
compliance  with the minimum  servicing  standards  identified  in the  Mortgage
Bankers Association of America's Uniform Single Attestation Program for Mortgage
Bankers (USAP) as of and for the year ended  December 31, 1998,  included in the
accompanying  management  assertion.   Management  is  responsible  for  Norwest
Mortgage  Banking's  compliance  with those  minimum  servicing  standards.  Our
responsibility  is to express an opinion  on  management's  assertion  about the
entity's compliance based on our examination.

Our  examination  was  made in  accordance  with  standards  established  by the
American  Institute of Certified Public Accountants and,  accordingly,  included
examining, on a test basis, evidence about Norwest Mortgage Banking's compliance
with the minimum servicing  standards and performing such other procedures as we
considered  necessary  in the  circumstances.  We believe  that our  examination
provides a reasonable basis for our opinion.  Our examination does not provide a
legal  determination on Norwest Mortgage  Banking's  compliance with the minimum
servicing standards.

In our opinion,  management's  assertion that Norwest  Mortgage Banking complied
with the aforementioned minimum servicing standards as of and for the year ended
December 31, 1998, is fairly stated, in al1 material respects.

KPMG Peat Marwick LLP

January 19, 1999




(LOGO)

KPMG
Stamford Square
3001 Summer Street
Stamford, CT 06905

Telephone 203 356 9800
Fax 203 967 3503

Independent Accountants' Report

The Board of Directors People's Bank:

We have  examined  management's  assertion  about  compliance  by People's  Bank
("People's")  with the minimum  servicing  standards  identified in the Mortgage
Bankers Association of America's Uniform Single Attestation Program for Mortgage
Bankers  as of and for  the  year  ended  December  31,  1998,  included  in the
accompanying  Management Report dated March 12, 1999.  Management is responsible
for  the  Bank's  compliance  with  those  minimum  servicing   standards.   Our
responsibility is to express an opinion on management's assertion about People's
compliance based on our examination.

Our  examination  was  made in  accordance  with  standards  established  by the
American  Institute of Certified Public Accountants and,  accordingly,  included
examining on a test basis, evidence about the Bank's compliance with the minimum
servicing  standards  and  performing  such other  procedures  as we  considered
necessary  in the  circumstances.  We believe  that our  examination  provides a
reasonable  basis for our  opinion.  Our  examination  does not  provide a legal
determination on People's compliance with the minimum servicing standards.

In  our  opinion,  management's  assertion  that  the  Bank  complied  with  the
aforementioned minimum servicing standards as of and for the year ended December
31, 1998 is fairly stated, in all material respects.

KPMG LLP

March 12, 1999




(LOGO)
KPMG Peat Marwick LLP
99 High Street              Telephone 547 388 1000          Telefax 617 988 0800
Boston, MA 02110-2371



Independent Accountants' Report on
Uniform Single Attestation Program for Mortgage Bankers

The Board of Trustees
Plymouth Savings Bank:

We have examined  management's  assertion  about  Plymouth  Savings  Bank's (the
"Bank")  compliance  with  the  minimum  servicing  standards  set  forth in the
Mortgage Bankers Association of America's Uniform Single Attestation Program for
Mortgage  Bankers as of and for the year ended December 31, 1998 included in the
accompanying  management  assertion.  Management is  responsible  for the Bank's
compliance with those minimum  servicing  standards.  Our  responsibility  is to
express an opinion on management's  assertion about the Bank's  compliance based
on our examination.

Our  examination  was  made in  accordance  with  standards  established  by the
American  Institute of Certified Public Accountants and,  accordingly,  included
examining on a test basis, evidence about the Bank's compliance with the minimum
servicing  standards  and  performing  such other  procedures  as we  considered
necessary  in the  circumstances.  We believe  that our  examination  provides a
reasonable  basis for our  opinion.  Our  examination  does not  provide a legal
determination on the Bank's compliance with the minimum servicing standards.

In our  opinion,  management's  assertion  that  the Bank  has  complied  in all
material respects with the aforementioned  minimum servicing standards as of and
for  the  year  ended  December  31,  1998 is  fairly  stated,  in all  material
respects.

KPMG Peat Marwick LLP

January 29, 1999




(LOGO)
ARTHUR ANDERSEN LLP

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To SunTrust Mortgage, Inc.:

We  have  examined  management's  assertion  about  SUNTRUST  MORTGAGE,   INC.'S
compliance  with the minimum  servicing  standards  identified  in the  Mortgage
Bankers Association of America's Uniform Single Attestation Program for Mortgage
Banks  ("USAP") and that the Company,  had in effect a fidelity  bond and errors
and  omissions   policy  in  the  amounts  of  $100,000,000   and   $20,000,000,
respectively,  as of and for the year ended  December 31, 1998,  included in the
accompanying  management assertion.  Management is responsible for the Company's
compliance with those minimum servicing standards and for maintaining a fidelity
bond and  errors  and  omissions  policy.  Our  responsibility  is to express an
opinion on management's assertion about the entity's compliance with the minimum
servicing  standards and maintenance of a fidelity bond and errors and omissions
policy based on our examination.

Our  examination  was  made in  accordance  with  standards  established  by the
American  Institute of Certified Public Accountants and,  accordingly,  included
examining,  on a test basis,  evidence about the Company's  compliance  with the
minimum  servicing   standards  and  performing  such  other  procedures  as  we
considered  necessary  in the  circumstances.  We believe  that our  examination
provides a reasonable basis for our opinion.  Our examination does not provide a
legal  determination  of the  Company's  compliance  with the minimum  servicing
standards.

In our  opinion,  management's  assertion  that the  Company  complied  with the
aforementioned  minimum servicing standards and that the Company had in effect a
fidelity bond and errors and omissions policy in the amounts of $100,000,000 and
$20,000,000,  respectively,  as of and for the year ended  December  31, 1998 is
fairly stated in all material respects.

ARTHUR ANDERSEN LLP

Atlanta, Georgia
February 3, 1999



(LOGO)
AMERICAN CITY MORTGAGE CORPORATION


Katz, Katz & Sparks
3075 E. Thousand Oaks Blvd, Ste 101
Westlake Village, CA 91362


January 21, 1999

In connection with your examination of our assertion that American City Mortgage
Corporation  complied  with our  minimum  servicing  standards  in the  Mortgage
Bankers Association of America's Uniform Single Attestation Program for Mortgage
Bankers  (USAP) as of and for the year ended October 31, 1998, we recognize that
obtaining  representations from us concerning the information  contained in this
letter is a  significant  procedure  in  enabling  you to  express an opinion on
management's  assertion about compliance with the minimum  servicing  standards.
Accordingly,  we make the following representations,  which are true to the best
of our knowledge and belief in all material aspects:

1. We are responsible for complying with the minimum servicing  standards in the
USAP.

2. We are responsible  for  establishing  and maintaining an effective  internal
control structure over compliance with the minimum servicing standards.

3. We have  performed an  evaluation  of American  City  Mortgage  Corporation's
compliance with the minimum servicing standards.

4. As of and for the  year  ended  October  31,  1998,  American  City  Mortgage
Corporation has complied with the minimum servicing standards.

5. We have disclosed to you all known  noncompliance  with the minimum servicing
standards.

6. We have made available to you all  documentation  related to compliance  with
the minimum servicing standards.

7. We have  discussed any  communications  from  regulatory  agencies,  internal
auditors,  and other practitioners  concerning  possible  noncompliance with the
minimum servicing standards.

8. We have  disclosed to you any known  noncompliance  occurring  subsequent  to
October 31,1998 through the date of this communication.


Pasquale J. Theodora

Lee Gross







Brenton Mortgages, Inc.
2805 Beaver Avenue, P.O. Box 133
Des Moines, Iowa 50310-0379
(515) 237-5412 Fax: (515) 237-5477
(800) 562-1247

(LOGO)

As of and for the year ended  December 31,  1998,  Brenton  Mortgages,  Inc. has
complied in all material respects with the minimum servicing standards set forth
in the Mortgage  Bankers  Association of America's  Uniform  Single  Attestation
Program for Mortgage Bankers. As of and for this same period, Brenton Mortgages,
Inc.  had in effect a  fidelity  bond in the  amount of  $45,000,000  aggregate,
$15,000,000  single loss,  and $100,000  deductible  and an errors and omissions
policy in the amount of $2,500,000  aggregate,$2,500,000 single loss, and $1,000
deductible.

John Maier
Vice President, Loan Administration

1-8-99
Date

Mark Hoffschneider
President

1/8/99
Date

brp: yearend



(LOGO) COLUMBIA NATIONAL
Incorporated


As of and for the year ended  December 31,  1998,  Columbia  National,  Inc. has
complied with the minimum servicing  standards set forth in the Mortgage Bankers
Association  of  America's.  Uniform  Single  Attestation  Program for  Mortgage
Bankers.  Columbia  National,  Inc. had in effect a fidelity  bond policy and an
error  and  omissions  policy  in the  amount  of  $10,000,000  and  $9,500,000,
respectively,  for the period January l, 1998 through  December 30, 1998, and in
the amount of $11,000,000 and $11,000,00, respectively, as of December 31, 1998.


Mark C. Krebs
Senior Vice President and Controller

February 18, 1999



7142 Columbia  Gateway Drive
Columbia, MD 21046-2132





(LOGO)
Farmers State Bank & Trust

Management Assertion

As of and for the year ended December 31, 1998, Farmers State Bank and Trust Co.
of Superior  (the Bank) has complied in all material  respects  with the minimum
servicing  standards set forth in the Mortgage Bankers  Association of America's
Uniform Single Attestation Program for Mortgage Bankers. As of and for this same
period, the Bank had in effect a fidelity bond in the amount of $2,275,000 and a
mortgagee errors and omissions policy in the amount of $500,000.

Edward J. Meekins
Vice President

Date: March 17, 1999








(logo)
FT Mortgage Companies
2974 LBJ FREEWAY DALLAS, TX 75234
ATLANTIC COAST MORTGAGE
CARL I. BROWN MORTGAGE
MNC MORTGAGE
HOMEBANC MORTGAGE
FIRST TENNESSEE MORTGAGE
SUNBELT NATIONAL MORTGAGE


972 484-5600

Arthur Andersen L.L.P.
100 Peabody Place, Suite 1100
Memphis, TN 38103-3625

Dear Sirs:

As of and for the year ended  December 31, 1998,  FT Mortgage  Companies and its
wholly-owned subsidiary, First Tennessee Mortgage Services, Inc. (the "Company")
has  complied in all  material  respects,  except for the matters  disclosed  in
Exhibit  I, with the  minimum  servicing  standards  set  forth in the  Mortgage
Bankers Association of America's Uniform Single Attestation Program for Mortgage
Bankers.  As of and for this same  period,  the Company had in effect a fidelity
bond policy in the amount of $70,000,000 and an  errors and omissions  policy in
the amount of $50,000,000.

Gary B. Klinger
Chief Financial Officer
February 12, 1999

EXHIBIT I

Matter #1:

The Company is required to maintain a loan  servicing file for each of the loans
it services.  During an inventory  of files in prior  years,  the Company  noted
several missing files. The situation reported in the prior year still exists.

Management Corrective Action

The  Company  maintains   collateral   documentation  files  with  the  document
custodians.  For the existing  portfolio,  internal loan servicing files will be
recreated as necessary.  During 1998, the Company implemented imaging technology
which will substantially reduce loss of internal documents in the future.

Matter #2:

The Company is required to analyze  escrow  balances  for all loans on an annual
basis.  Testing  in prior  years  revealed  a group of loans on which an  escrow
analysis  had not been  performed  in the  preceding  12 months.  The  situation
reported in the prior year still exists.

Management Corrective Action

Management  controls  this process  through a weekly  review of loans  requiring
escrow analysis and feels the procedures provide proper control.  In some cases,
loans may be excluded from analysis for a period of time. For example,  analysis
is not conducted on loans 30 or more days delinquent.  Once cured, RESPA permits
60  additional  days for  completion of analysis.  In addition,  a "stop" can be
placed on a loan pending resolution or a customer research inquiry.





The Huntington Mortgage Company
7575 Huntington Park Drive
Columbus, Ohio 43235

(logo)

Report of Management

We, as members  of  management  of The  Huntington  Mortgage  Company  (HMC),  a
wholly-owned  subsidiary of The Huntington  National Bank, are  responsible  for
complying  with the minimum  servicing  standards  as set forth in the  Mortgage
Bankers Association of America's Uniform Single Attestation Program for Mortgage
Bankers  (USAP).  We are  also  responsible  for  establishing  and  maintaining
effective  internal  control  over  compliance  with  these  standards.  We have
performed an evaluation of HMC's compliance with the minimum servicing standards
as set forth in the USAP as of  December  3l, 1998 and for the year then  ended.
Based on this  evaluation,  we assert that  during the year ended  December  3l,
1998,  HMC  complied,  in all  material  respects,  with the  minimum  servicing
standards set forth in the USAP.

As of and for this same period,  HMC had in effect a fidelity bond in the amount
of $40,000,000 and an errors and omissions policy in the amount of $10,000,000.


Thomas J. Finnegan III
President and Chief Executive Officer

Irving A. Adler
Senior Vice President

March 10, 1999





(LOGO)

National City Mortgage Co.
3232 Newmark Drive
Miamisburg, Ohio 45342
Telephone (937) 436-3025

Mailing Address:
P.O. Box 1820
Dayton, Ohio 45401-1820

Management's Assertion on Compliance with
Minimum Servicing Standards Set Forth in the
Uniform Single Attestation Program for Mortgage Bankers

Report of Management

As a member of management of National City Mortgage Co. (NCM),  I am responsible
for complying with the minimum servicing  standards as set forth in the Mortgage
Bankers Association of America's Uniform Single Attestation Program for Mortgage
Bankers (USAP). I am also responsible for establishing and maintaining effective
internal  control over  compliance  with these  standards.  I have  performed an
evaluation of NCM's compliance with the minimum servicing standards as set forth
in the USAP as of December  31, 1998 and for the year then ended.  Based on this
evaluation, I assert that during the year ended December 31, 1998, NCM complied,
in all material aspects,  with the minimum servicing  standards set forth in the
USAP.

As of and for this same period,  NCM had in effect a fidelity bond policy in the
amount of $50  million and an errors and  omissions  policy in the amount of $40
million.

T. Jackson Case Jr. Sr. Vice President

January 29, 1999

No one Cares More!





(LOGO)

Norwest Mortgage, Inc.
Home Campus
Des Moines, IA 50328
515/221- 7300

Management Assertion

As of, and for the year ended December 31, 1998,  Norwest  Mortgage  Banking has
complied in all material respects with the minimum servicing standards set forth
in the Mortgage  Bankers  Association of America's  Uniform  Single  Attestation
Program for Mortgage Bankers.  As of, and for the same period,  Norwest Mortgage
Banking had in effect a fidelity bond along with an errors and omissions  policy
in the amounts of $100 million and $20 million, respectively.

Mark C. Oman
Chairman and Chief Executive Officer
January 19, 1999
Date

Robert K. Chapman
Executive Vice President and Chief Financial Officer
January 19, 1999
Date

Mike Heid
Executive Vice President Loan Servicing
January 19, 1999
Date




(LOGO) people's bank

People's Bank
Bridgeport Center, 850 Main Street
Bridgeport, Connecticut 06604-4913

203.338.7171


April 26, 1999

KPMG LLP
Stamford Square
3001 Summer Street
Stamford, CT 06905

Ladies and Gentlemen:

We are  providing  you this  letter  in  connection  with  your  examination  of
management's  assertions about compliance by People's Bank ("People's") with the
minimum  servicing  standards set forth in the Mortgage  Bankers  Association of
America's Uniform Single Attestation Program for Mortgage Bankers ("USAP") as of
and for the year ended December 31, 1998, to the extent that such standards were
applicable to the revolving home equity lines of credit serviced by People's for
(i) PNC Bank,  National  Association  and (ii) Crestar Bank.  We recognize  that
obtaining  representations  from us concerning the information  contained in our
assertions is a significant  procedure enabling you to express opinions thereon.
Accordingly,  we make the following representations,  which are true to the best
of our knowledge and belief in all material respects:

1. We are responsible for complying with the minimum servicing  standards in the
USAP to the extent that such  standards  apply to the  aforementioned  revolving
home equity lines of credit.

2. We are  responsible  for  establishing  and  maintaining  effective  internal
control over compliance with those minimum servicing standards.

3. We have  performed an  evaluation of People's  compliance  with those minimum
servicing standards.

4. As of and for the year ended December 31, 1998, People's has complied, in all
material respects, with those minimum servicing standards.

5. We have disclosed to you all known  compliance  with those minimum  servicing
standards.

6. We have made available to you all  documentation  related to compliance  with
those minimum servicing standards.

7. We have  disclosed any  communications  from  regulatory  agencies,  internal
auditors,  and other practitioners  concerning possible noncompliance with those
minimum servicing standards,  including  communications received between the end
of  the  period  addressed  in  management's  assertion  and  the  date  of  the
independent accountants' report.

8. We have  disclosed to you that  People's  status as an approved loan servicer
has not been  suspended by any  investor or  regulatory  agency  within the past
twelve months.

9. We have disclosed to you any known  noncompliance with the applicable minimum
servicing standards occurring subsequent to December 31, 1998.


Michael J. Cataldo
First Vice President, Operations


Joseph G. Cervini
Vice President, Loan Servicing





(LOGO)
ADMINISTRATIVE OFFICES: 95 BEDFORD STREET. P.O. BOX 1439, MIDDLEBOROUGH,
MA 02346 508-946-3000

January 29, 1999

Management Assertion

As of and for the year ended  December  31,  1998,  Plymouth  Savings  Bank (the
"Bank") a  subsidiary  of Plymouth  Bancorp,  Inc.  has complied in all material
respects with the minimum servicing  standards set forth in the Mortgage Bankers
Association of America" Uniform Single Attestation Program for Mortgage Bankers.
As of and for this same  period,  the Bank had a fidelity  bond policy in effect
for  $7,000,000  per loss and an errors  and  omissions  policy  in  effect  for
$2,500,000 per loss.

Thomas S. Olsen
President, Chairman & CEO

Samuel I. Parks Senior
Vice President, Treasurer, & CFO


Duxbury (781) 934-0101 Kingston (781) 585-6150 Plymouth (508) 746-3300
West Plymouth (508) 747-6060 Cotuit (508) 428-1300 Falmouth (508) 548-3000
Mashpee (508) 477-7984 Sandwich (508) 888-4444 Teaticket (508) 540-5002
Lakeville (508) 947-6601 Marion (508)748-2919 Mattapoisett (508)758-4936
Middleborough Ctr. (508)947-1300 Wareham (508)295-3800 E. Wareham(508)291-0908





SunTrust Mortgage, Inc.
Mail Code CC-502
P.O. Box 4333
Atlanta, GA 30302
Tel (770) 352-5610
Fax (770) 352-5832

Ralph B. Carrigan
President, Chief Operating Officer

SUNTRUST
(LOGO)

February 3, 1999

Arthur Andersen LLP
133 Peachtree Street, NE
Atlanta, Georgia 30303

Dear Sirs:


As of and for the year ended  December 31,  1998,  SunTrust  Mortgage,  Inc. has
complied in all material respects with the minimum servicing standards set forth
in the Mortgage  Bankers  Association of America's  Uniform  Single  Attestation
Program for Mortgage Bankers. As of and for this same period, SunTrust Mortgage,
Inc.  had in effect a  fidelity  bond and  errors  and  omissions  policy in the
amounts of $100,000,000 and $20,000,000 respectively.

Sincerely,

Ralph B. Carrigan President/COO

RBC/amg





Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044-3562
Attention: Master Servicing

RE: Officer's Certificate

Dear Master Servicer:.

The undersigned Officer certifies the following for the 1998 fiscal year:

(A) I have reviewed the  activities and  performance of the Servicer  during the
preceding  fiscal  year  under  the  terms  of the  Servicing  Agreement,  Trust
Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer Guide and to
the best of these  Officers'  knowledge,  the Servicer has  fulfilled all of its
duties,  responsibilities or obligations under these Agreements  throughout such
year,  or if there has been a default or failure of the  servicer to perform any
of such duties,  responsibilities or obligations,  a description of each default
or failure and the nature and status  thereof has been  reported to Norwest Bank
Minnesota, N.A.;

(B) I have  confirmed  that the Servicer is currently an approved  FNMA or FHLMC
servicer in good standing;

(C) I have confirmed that the Fidelity Bond, the Errors and Omissions  Insurance
Policy and any other bonds required under the terms of the Servicing  Agreement,
Trust Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer  Guide
are in full force and effect;


(D) All premiums for each Hazard  Insurance  Policy,  Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable),  with respect
to each Mortgaged Property,  have been paid and that all such insurance policies
are in full force and effect;

(E) All real  estate  taxes,  governmental  assessments  and any other  expenses
accrued and due, that if not paid could result in a lien or  encumbrance  on any
Mortgaged  Property,  have been paid,  or if any such costs or expenses have not
been paid with respect to any Mortgaged Property, the reason for the non-payment
has been reported to Norwest Bank Minnesota, N.A.;

(F) All Custodial Accounts have been reconciled and are properly funded; and

(G) All annual  reports of  Foreclosure  and  Abandonment  of Mortgage  Property
required  per  section  6050H,  6050J and 6050P of the  Internal  Revenue  Code,
respectively, have been prepared and filed.

Certified By:
Officer   Lee M. Gross

Title Chief Financial Officer

Date 3/23/99





Brenton Mortgages, Inc.
2805 Beaver Avenue, P.O. Box 133
Des Moines, Iowa 50310-0379
(515) 237-5412 Fax: (515) 237-5477
(800) 562-1247

(LOGO)

Norwest Bank Minnesota, N.A.
1 I000 Broken Land Parkway
Columbia, MD 21044-3562
Attention: Master Servicing

RE: Officer's Certificate

Dear Master Servicer:.

The undersigned Officer certifies the following for the 1998 fiscal year:

(A) I have reviewed the  activities and  performance of the Servicer  during the
preceding  fiscal  year  under  the  terms  of the  Servicing  Agreement,  Trust
Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer Guide and to
the best of these  Officers'  knowledge,  the Servicer has  fulfilled all of its
duties,  responsibilities or obligations under these Agreements  throughout such
year,  or if there has been a default or failure of the  servicer to perform any
of such duties,  responsibilities or obligations,  a description of each default
or failure and the nature and status  thereof has been  reported to Norwest Bank
Minnesota, N.A.;

(B) I have  confirmed  that the Servicer is currently an approved  FNMA or FHLMC
servicer in good standing;

(C) I have confirmed that the Fidelity Bond, the Errors and Omissions  Insurance
Policy and any other bonds required under the terms of the Servicing  Agreement,
Trust Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer  Guide
are in full force and effect;

(D) All premiums for each Hazard  Insurance  Policy,  Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable),  with respect
to each Mortgaged Property,  have been paid and that all such insurance policies
are in full force and effect;

(E) All real  estate  taxes,  governmental  assessments  and any other  expenses
accrued and due, that if not paid could result in a lien or  encumbrance  on any
Mortgaged  Property,  have been paid,  or if any such costs or expenses have not
been paid with respect to any Mortgaged Property, the reason for the non-payment
has been reported to Norwest Bank Minnesota, N.A.;

(F) All Custodial Accounts have been reconciled and are properly funded; and

(G) All annual reports of  Foreclosures  and  Abandonment  of Mortgage  Property
required  per  section  6050H,  6050J and  6050P of the  Internal  Revenue  Code
respectively, have been prepared and filed.

Certified By:

Officer John W. Maier

Vice President
Title

3/24/99
Date
(LOGO)




Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044-3562
Attention: Master Servicing


RE: Officer's Certificate

Dear Master Servicer:

The undersigned Officer certifies the following for the 1998 fiscal year:

(A) I have reviewed the  activities and  performance of the Servicer  during the
preceding  fiscal  year  under  the  terms  of the  Servicing  Agreement,  Trust
Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer Guide and to
the best of these  Officers'  knowledge,  the Servicer has  fulfilled all of its
duties,  responsibilities or obligations under these Agreements  throughout such
year,  or if there has been a default or failure of the  servicer to perform any
of such duties,  responsibilities or obligations,  a description of each default
or failure and the nature and status  thereof has been  reported to Norwest Bank
Minnesota, N.A.;

(B) I have  confirmed  that the Servicer is currently an approved  FNMA or FHLMC
servicer in good standing;

(C) I have confirmed that the Fidelity Bond, the Errors and Omissions  Insurance
Policy and any other bonds required under the terms of the Servicing  Agreement,
Trust Agreement Pooling and Servicing Agreement and/or Seller/Servicer Guide are
in full force and effect;

(D) All premiums for each Hazard  Insurance  Policy,  Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable),  with respect
to each Mortgaged Property,  have been paid and that all such insurance policies
are in full force and effect;

(E) All real  estate  taxes,  governmental  assessments  and any other  expenses
accrued and due, that if not paid could result in a lien or  encumbrance  on any
Mortgaged  Property,  have been paid,  or if any such costs or expenses have not
been paid with respect to any Mortgaged Property, the reason for the non-payment
has been reported to Norwest Bank Minnesota, N.A.;

(F) All Custodial Accounts have been reconciled and are properly funded; and

(G) All annual  reports of  Foreclosure  and  Abandonment  of Mortgage  Property
required  per  section  6050H,  6050J and 6030P of the  Internal  Revenue  Code,
respectively, have been prepared and filed.

Certified By:

Officer

Title

Date

7142 COLUMBIA GATEWAY DRIVE
PO BOX 3050
COLUMBIA MD   21045-6050
410 872-2000





(LOGO)



Attention: Master Servicing
Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044

RE: Officer's Certificate

Dear Master Servicer:

The undersigned Officer certifies the following for the 1998 fiscal year:

A. I have reviewed the  activities and  performance  of the Servicer  during the
preceding  fiscal  year  under  the  terms of  the  Servicing  Agreement,  Trust
Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer Guide and to
the best of these  Officers  knowledge,  the Servicer has  fulfilled  all of its
duties,  responsibilities  or obligations under these Agreement  throughout such
year, or if there has been a  default or failure of the  servicer to perform any
of such duties, responsibilities or obligation, a description of each default or
failure  and the nature and status  thereof has been  reported  to Norwest  Bank
Minnesota, N.A.;

B. I have  confirmed  that the Servicer is  currently an approved  FNMA or FHLMC
servicer in good standing;

C. I have confirmed  that the Fidelity Bond, the Errors and Omissions  Insurance
Policy and any other  bonds required under the terms of the Servicing Agreement,
Trust Agreement,  Polling and Servicing Agreement and/or  Seller/Servicers Guide
are in full force and effect;

D. All premiums for each Hazard  Insurance  Policy,  Flood Insurance  Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable),  with respect
to each Mortgaged  Property, have been paid and that all such insurance policies
are in full force and effect;

E. All real  estate  taxes,  governmental  assessments  and any  other  expenses
accrued and due, that if not paid could result in a lien or  encumbrance  on any
Mortgaged  Property,  have been paid, or in any such costs or expenses have not
been paid with respect to any Mortgaged Property,  the reason for the nonpayment
has been reported to Norwest Bank Minnesota, N. A.;

F. All Custodial Accounts have been reconciled and are properly funded; and

G. All annual  reports of  Foreclosure  and  Abandonment  of  Mortgage  Property
required  per section  6050H,   6050J and 6050P of the  Internal  Revenue  Code,
respectively, have been prepared and filed.

Certified By:

Edward J. Meekins
Vice President

March 30,1999

Mortgage Loan Department

P.O.  Box 268  Superior,  Nebraska  68978-0268  * Fax  432-879-4895  * Phone 402
877-4450




ANNUAL SERVICING CERTIFICATION

In connection  with the loans  serviced by FT Mortgage  Companies  during fiscal
year December 31, 1998,  we confirm the  following to be materially  correct and
accurate to the best of our knowledge, information and belief:

1. Real estate taxes, special assessments and any charges that may become a lien
upon the property and which come due in the last  calendar  year have been paid.
This also includes the  verification  with taxing  authorities for  non-escrowed
mortgages.

2. FHA insurance premiums or private mortgage insurance premiums, if applicable,
have been paid and are in full force and effect.

3.  Properties  are  adequately  insured and your  interest,  as  Mortgagee,  is
properly  provided  for in the mortgage  clause.  This  includes  both flood and
hazard insurance.

4. For those  loans  being  escrowed  for the  payment  of taxes and  insurance,
sufficient  amounts are being collected monthly to provide for payment of future
items.

5. Property  inspections have been completed  according to the provisions of our
servicing agreement, if applicable.

6. All other provisions of the servicing agreement have been adhered to.

7. To the extent there exist any  exceptions to the foregoing that are deemed to
be material in nature,  such exception(s) will be recited in an Exhibit attached
hereto and  accompanied  by an explanation  thereof.  In the event no Exhibit is
attached hereto, it is to be presumed that no exceptions of a material nature to
the foregoing exist.

By:
(Signature)

Linda Williams
(Printed Name)

Vice President, Escrow Services
(Title)

March 31, 1999
(Date)





(logo)

The Huntington Mortgage Company
7575 Huntington Park Drive
Columbus, Ohio 43235

Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 12044-3562
Attention: Master Servicing

RE: Officer's Certificate

Dear Master Servicer:

The undersigned Officer certifies the following for the 1998 fiscal year:

(A)
I have  reviewed the  activities  and  performance  of the  Servicer  during the
preceding  fiscal  year  under  the  terms  of the  Servicing  Agreement,  Trust
Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer Guide and to
the best of these  Officers'  knowledge,  the Servicer has  fulfilled all of its
duties,  responsibilities or obligations under these Agreements  throughout such
year,  or if there has been a default or failure of the  servicer to perform any
of such duties,  responsibilities or obligations,  a description of each default
or failure and the nature and status  thereof has been  reported to Norwest Bank
Minnesota, N.A.;

(B)
 I have  confirmed  that the  Servicer is  currently  an approved  FNMA or FHLMC
servicer in good standing;

(C)
I have  confirmed  that the Fidelity  Bond,  the Errors and Omissions  Insurance
Policy and any other bonds required under the terms of the Servicing  Agreement,
Trust Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer  Guide
are in full force and effect;

(D)
All  premiums  for each Hazard  Insurance  Policy,  Flood  Insurance  Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable),  with respect
to each Mortgaged Property,  have been paid and that all such insurance policies
are in full force and effect;

(E)
All real estate taxes,  governmental  assessments and any other expenses accrued
and due, that if not paid could result in a lien or encumbrance on any Mortgaged
Property,  have been paid,  or if any such costs or expenses  have not been paid
with respect to any Mortgaged Property,  the reason for the non-payment has been
reported to Norwest Bank Minnesota, N.A.;

(F)
All Custodial Accounts have been reconciled and are properly funded; and

(G)
All annual reports of Foreclosure and Abandonment of Mortgage  Property required
per section 6050H,  6050J and 6050P of the Internal Revenue Code,  respectively,
have been prepared and filed.

Certified By:

Bradford C. Northcraft
Officer

Vice President
Title





(LOGO)

National City Mortgage
National City Mortgage Co..
3232 Newmark Drive
Miamisburg Ohio 45342
Telephone (937) 910-1200

Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044-3562
Attention: Master Servicing



RE: Officer's Certificate

Dear Master Servicer:.

The undersigned Officer certifies the following for the 1998 fiscal year:


(A) I have reviewed the  activities and  performance of the Servicer  during the
preceding  fiscal  year  under  the  terms  of the  Servicing  Agreement,  Trust
Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer Guide and to
the best of these  Officers'  knowledge,  the Servicer has  fulfilled all of its
duties,  responsibilities or obligations under these Agreements  throughout such
year,  or if there has been a default or failure of the  servicer to perform any
of such duties,  responsibilities or obligations,  a description of each default
or failure and the nature and status  thereof has been  reported to Norwest Bank
Minnesota, N.A.;

(B) I have  confirmed  that the Servicer is currently an approved  FNMA or FHLMC
servicer in good standing;

(C) I have confirmed that the Fidelity Bond, the Errors and Omissions  Insurance
Policy and any other bonds required under the terms of the Servicing  Agreement,
Trust Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer  Guide
are in full force and effect;

(D) All premiums for each Hazard  Insurance  Policy,  Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable),  with respect
to each Mortgaged Property,  have been paid and that all such insurance policies
are in full force and effect;

(E) All real  estate  taxes,  governmental  assessments  and any other  expenses
accrued and due, that if not paid could result in a lien or  encumbrance  on any
Mortgaged  Property,  have been paid,  or if any such costs or expenses have not
been paid with respect to any Mortgaged Property, the reason for the non-payment
has been reported to Norwest Bank Minnesota, N.A.;

(F) All Custodial Accounts have been reconciled and are properly funded; and

(G) All annual reports of  Foreclosure  and  Abandonment  of Mortgage  Property,
required  per  section  6050H,  6050J and 6050P of the  Internal  Revenue  Code,
respectively, have been prepared and filed.

Certified By:

Officer

Vice President
Title
5/11/99
Date

No one Cares More !





Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044-3562
Attention: Master Servicing


RE: Officer's Certificate

Dear Master Servicer:.

The undersigned Officer certifies the following for the 1998 fiscal year:.

(A) I have reviewed the  activities and  performance of the Servicer  during the
preceding  fiscal  year  under  the  terms  of the  Servicing  Agreement,  Trust
Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer Guide and to
the best of these  officers'  knowledge,  the Servicer has  fulfilled all of its
duties,  responsibilities or obligations under these Agreements  throughout such
year,  or if there has been a default or failure of the  servicer to perform any
of such duties,  responsibilities or obligations,  a description of each default
or failure and the nature and status  thereof has been  reported to Norwest Bank
Minnesota, N.A.;

(B) I have  confirmed  that the Servicer is currently an approved  FNMA or FHLMC
servicer in good standing;

(C) I have confirmed that the Fidelity Bond, the Errors and Omissions  Insurance
Policy and any other bonds required under the terms of the Servicing  Agreement,
Trust Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer  Guide
are in full force and effect;

(D) All premiums for each Hazard  Insurance  Policy,  Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable),  with respect
to each Mortgaged Property,  have been paid and that all such insurance policies
are in full force and effect;

(E) All real  estate  taxes,  governmental  assessments  and any other  expenses
accrued and due, that if not paid could result in a lien or  encumbrance  on any
Mortgaged  Property,  have been paid,  or if any such costs or expenses have not
been paid with respect to any Mortgaged Property, the reason for the non-payment
has been reported to Norwest Bank Minnesota, N.A.;

(F) All Custodial Accounts have been reconciled and are properly funded; and

(G) All annual  reports of  Foreclosure  and  Abandonment  of Mortgage  Property
required  per  section  6050H,  6050J and 6050P of the  Internal  Revenue  Code,
respectively, have been prepared and filed.

Certified By:


Officer

Vice President
Title

4/2/99
Date





Joseph G. Cervini
Vice President
Mortgage Service

(LOGO)

people's bank

People's Bank
Bridgeport Center, 850 Main Street
Bridgeport, Connecticut 0660-4913

203.338.7471 800.525 1006
Fax 203.338.3619

Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044-3562
Attention: Master Servicing

RE: Officer's Certificate

Dear Master Servicer:

The undersigned Officer certifies the following for the 1998 fiscal year:

(A) I have reviewed the  activities and  performance of the Servicer  during the
preceding  fiscal  year  under  the  terms  of the  Servicing  Agreement,  Trust
Agreement,  Pooling and Servicing  Agreement and/or Seller Servicer Guide and to
the best of these  Officers'  knowledge,  the Servicer has  fulfilled all of its
duties,  responsibilities or obligations under these Agreements  throughout such
year,  or if there has been a default or failure of the  servicer to perform any
of such duties, responsibilities,  or obligations, a description of each default
or failure and the nature and status  thereof has been  reported to Norwest Bank
Minnesota, N.A.;

(B) I have  confirmed  that the Servicer is currently an approved  FNMA or FHLMC
servicer in good standing;

(C) I have confirmed that the Fidelity Bond, the Errors and Omissions  Insurance
Policy and any other bonds required under the terms of the Servicing  Agreement,
Trust Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer  Guide
are in full force and effect;

(D) All premiums for each Hazard  Insurance  Policy,  Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable),  with respect
to each Mortgaged Property,  have been paid and that all such insurance policies
are in full force and effect;

(E) All real  estate  taxes,  governmental  assessments  and any other  expenses
accrued and due, that if not paid could result in a lien or  encumbrance  on any
Mortgaged  Property,  have been paid,  or if any such costs or expenses have not
been paid with respect to any Mortgaged Property, the reason for the non-payment
has been reported to Norwest Bank, Minnesota, N.A.;

(F) All custodial Accounts have been reconciled and are properly funded; and

(G) All annual  reports of  Foreclosure  and  Abandonment  of Mortgage  Property
required  per  section  6050H,  6050J and 6050P of the  Internal  Revenue  Code,
respectively, have been prepared and filed.

Certified By:


Officer

VP
Title

6/22/99
Date





Home Office: 95 Bedford Street, P.O. Box 620, Middleborough, MA 02346-0620
508-946-6700

(LOGO)


Norwest Bank Minnesota, N.A.
I 1000 Broken Land Parkway
Columbia, MD 21044-3562
Attention: Master Servicing

RE: Officer's Certificate

Dear Master Servicer:

The undersigned Officer certifies the following for the 1998 fiscal year:

(A) I have reviewed the  activities and  performance of the Servicer  during the
preceding  fiscal  year  under  the  terms  of the  Servicing  Agreement,  Trust
Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer Guide and to
the best of these  Officers'  knowledge,  the Servicer has  fulfilled all of its
duties,  responsibilities or obligations under these Agreements  throughout such
year,  or if there has been a default or failure of the  servicer to perform any
of such duties,  responsibilities or obligations,  a description of each default
or failure and the nature and status  thereof has been  reported to Norwest Bank
Minnesota, N.A.;

(B) I have  confirmed  that the Servicer is currently an approved  FNMA or FHLMC
servicer in good standing;

(c) I have confirmed that the Fidelity Bond, the Errors and Omissions  Insurance
Policy and any other bonds required under the terms of the Servicing  Agreement,
Trust Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide
are in full force and effect;

(D) All premiums for each Hazard  Insurance  Policy,  Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable),  with respect
to each Mortgaged Property,  have been paid and that all such insurance policies
are in full force and effect;

(E) All real  estate  taxes,  governmental  assessments  and any other  expenses
accrued and due, that if not paid could result in a lien or  encumbrance  on any
Mortgaged  Property,  have been paid,  or if any such costs or expenses have not
been paid with respect to any Mortgaged Property, the reason for the non-payment
has been reported to Norwest Bank Minnesota, N.A.;

(F) All Custodial Accounts have been reconciled and are properly funded; and

(G) All annual  reports of  Foreclosure  and  Abandonment  of Mortgage  Property
required  per  section  6050H,  6050J and 6050P of the  Internal  Revenue  Code,
respectively, have been prepared and filed.

Certified By:

Officer

Gary A. Brown/Vice President
Title

March 31, 1999
Date

Centerville, MA (800) 456-7020 * Cotuit, MA (800) 456-7020 * Foxborough, MA
(800) 333-8000 * New Bedford. MA (508) 996-0455 * Plymouth, MA (800) 234-0646 *
Vineyard Haven, MA (800) 283-2375 * Warwick, RI (800) 234-9800
E-mail: [email protected]




(LOGO) Norwest Banks

Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044-3562
Attention: Master Servicing

RE: Officer's Certificate

Dear Master Servicer:

The undersigned Officer certifies the following for the 1998 fiscal year:

(A) I have reviewed the  activities and  performance of the Servicer  during the
preceding  fiscal  year  under  the  terms  of the  Servicing  Agreement,  Trust
Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer Guide and to
the best of these  Officers'  knowledge,  the Servicer has  fulfilled all of its
duties,  responsibilities or obligations under these Agreements  throughout such
year,  or if there has been a default or failure of the  servicer to perform any
of such duties,  responsibilities or obligations,  a description of each default
or failure and the nature and status  thereof has been  reported to Norwest Bank
Minnesota, N.A.;

(B) I have  confirmed  that the Servicer is currently an approved  FNMA or FHLMC
servicer in good standing;

(C) I have confirmed that the Fidelity Bond, the Errors and Omissions  Insurance
Policy and any other bonds required under the terms of the Servicing  Agreement,
Trust Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer  Guide
are in full force and effect;

(D) All premiums for each Hazard  Insurance  Policy,  Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable),  with respect
to each Mortgaged Property,  have been paid and that all such insurance policies
are in full force and effect;

(E) All real  estate  taxes,  governmental  assessments  and any other  expenses
accrued and due, that if not paid could result in a lien or  encumbrance  on any
Mortgaged  Property,  have been paid,  or if any such costs or expenses have not
been paid with respect to any Mortgaged Property, the reason for the non-payment
has been reported to Norwest Bank Minnesota, N.A.;

(F) All Custodial Accounts have been reconciled and are properly funded; and

(G) All annual  reports of  Foreclosure  and  Abandonment  of Mortgage  Property
required  per  section  6050H,  6050J and 6050P of the  Internal  Revenue  Code,
respectively, have been prepared and filed.

Certified By:

Officer

VICE PRESIDENT-MANAGER OF SUN TRUST MORTGAGE INC.

JULY 27, 1999
Date





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