GE CAPITAL MORTGAGE SERVICES INC
8-K, 1998-12-10
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)         November 25, 1998
                                        -------------------


                GE CAPITAL MORTGAGE SERVICES, INC.
          (as Seller and Servicer under the Pooling and
        Servicing Agreement, dated as of November 1, 1998,
         providing for the issuance of REMIC Multi-Class
            Pass-Through Certificates, Series 1998-21)



                GE Capital Mortgage Services, Inc.
      (Exact name of registrant as specified in its charter)


      New Jersey            33-5042            21-0627285
   ----------------------------------------------------------
   (State or other        (Commission       (I.R.S. Employer
     jurisdiction         File Number)     Identification No.)
   of incorporation)



                      Three Executive Campus
                  Cherry Hill, New Jersey 08002
        (Address of Principal Executive Office) (Zip Code)



Registrant's telephone number, including area code (609) 661-6100
                                                   --------------


<PAGE>


ITEM 2.   ACQUISITION OR DISPOSITION OF ASSETS

General.
On November 25, 1998, GE Capital Mortgage Services, Inc.
("GECMSI") offered to investors certain classes of its REMIC
Multi-Class Pass-Through Certificates, Series 1998-21 (the
"Certificates") evidencing beneficial ownership interests in a
trust fund (the "Trust Fund"). The assets of the Trust Fund
consist primarily of a pool ("Pool 1998-21") of conventional,
one- to four-family residential loans (the "Mortgage Loans").
Capitalized terms used herein and not otherwise defined shall
have the meanings assigned to them in the Prospectus dated
October 22, 1998 as supplemented by the Prospectus Supplement
dated November 20, 1998.

The original principal balance of each Class of the Certificates
is as follows:

               Class A1            $334,182,000.00
               Class A2                $854,000.00
               Class A3             $50,066,432.00
               Class A4              $1,500,000.00
               Class A5              $5,729,387.00
               Class A6              $1,583,333.00
               Class A7                $527,778.00
               Class A8              $4,854,400.00
               Class A9                $263,889.00
               Class A10            $11,630,769.00
               Class A11               $465,231.00
               Class A12            $76,250,000.00
               Class A13            $12,757,000.00
               Class R                     $100.00
               Class M              $10,181,000.00
               Class B1              $4,176,000.00
               Class B2              $2,349,000.00
               Class B3              $2,088,000.00
               Class B2              $1,044,000.00
               Class B5               1,568,210.59
               Class PO                  32,152.72
                                   ---------------
               Total :             $522,102,682.31



The initial Junior Percentage and initial Senior Percentage for
Pool 1998-21 are approximately 4.10% and 95.90%, respectively.
The "Bankruptcy Loss Amount," the "Fraud Loss Amount" and the
"Special Hazard Loss Amount" for Pool 1998-21 as of the initial
issuance of the Certificates are $192,551.00, $5,221,027.00 and
$5,221,027.00, respectively, representing approximately 0.0400%,
1.0000%, and 1.0000%, respectively, of the aggregate Scheduled
Principal Balances of the Mortgage Loans as of November 1, 1998
(the "Cut-off Date").


                                2
<PAGE>


Description of the Mortgage Pool and the Mortgaged Properties

Pool 1998-21

Pool 1998-21 consists primarily of fixed-rate, fully-amortizing
conventional Mortgage Loans evidenced by Mortgage Notes which
have original maturities of 20 to 30 years and an aggregate
outstanding Scheduled Principal Balance as of the Cut-off Date,
after deducting payments of principal due on or before such date
and prepayments of principal received before such date, of
$522,102,682.31.

The interest rates (the "Mortgage Rates") borne by the 1,579
Mortgage Loans conveyed by GECMSI to Pool 1998-21 range from
6.2500% to 8.6250% and the weighted average Mortgage Rate as of
the Cut-off Date is 7.2763% per annum (all weighted averages in
this filing are weighted by aggregate outstanding Scheduled
Principal Balance as of the Cut-off Date). At origination, the
principal balances of the Mortgage Loans in Pool 1998-21 ranged
from $227,200.00 to $1,299,000.00, and, as of the Cut-off Date,
the average outstanding Scheduled Principal Balance of the
Mortgage Loans in Pool 1998-21 is $330,654.01, after application
of principal payments due on or before the Cut-off Date and
prepayments of principal received before such date. The earliest
origination date of any Mortgage Loan in Pool 1998-21 is November
4, 1994, and the latest scheduled maturity date of any such
Mortgage Loan is November 1, 2028. The weighted average
loan-to-value ratio of the Mortgage Loans as of the Cut-off Date
in Pool 1998-21 is 75.3825%.


                                3
<PAGE>


The Mortgage Loans in Pool 1998-21 have the following
characteristics as of the Cut-off Date.

a) The following table sets forth information, as of the Cut-off
   Date, with respect to the Mortgage Rates borne by the Mortgage
   Loans in Pool 1998-21:


                                    AGGREGATE              % OF
                                     BALANCES           POOL BY
 MORTGAGE         # OF                  AS OF         AGGREGATE
    RATES        LOANS           CUT-OFF DATE           BALANCE
 --------        -----           ------------         ---------
  6.2500%            2            $883,887.59           0.1693%
  6.3750%            1            $268,577.86           0.0514%
  6.5000%            2            $701,732.40           0.1344%
  6.6250%           18          $6,033,884.76           1.1557%
  6.7500%           35         $11,994,286.23           2.2973%
  6.8750%          101         $33,926,838.80           6.4981%
  7.0000%          155         $51,739,436.81           9.9098%
  7.1250%          261         $84,877,792.80          16.2570%
  7.2500%          324        $108,023,779.30          20.6902%
  7.3750%          273         $90,980,262.71          17.4258%
  7.5000%          172         $56,198,190.59          10.7638%
  7.6250%          125         $41,000,143.19           7.8529%
  7.7500%           65         $20,733,935.30           3.9712%
  7.8750%           35         $11,370,938.37           2.1779%
  8.0000%            4          $1,645,333.77           0.3151%
  8.1250%            1            $331,782.82           0.0635%
  8.2500%            1            $257,000.00           0.0492%
  8.3750%            2            $608,180.91           0.1165%
  8.5000%            1            $280,000.00           0.0536%
  8.6250%            1            $246,698.10           0.0473%
                 -----        ---------------         ---------
    Total        1,579        $522,102,682.31         100.0000%


                                4
<PAGE>


b) The following table sets forth information, as of the Cut-off
   Date, with respect to the original principal balances of the
   Mortgage Loans in Pool 1998-21 :

                                       AGGREGATE             % OF
                                        BALANCES          POOL BY
     ORIGINAL           # OF               AS OF        AGGREGATE
     BALANCES          LOANS        CUT-OFF DATE          BALANCE
     --------          -----        ------------        ---------
 $227,151 - 250,000      185      $45,197,121.22          8.6567%
 $250,001 - 300,000      641     $176,241,649.59         33.7562%
 $300,001 - 350,000      304      $98,648,307.91         18.8944%
 $350,001 - 400,000      197      $73,996,160.24         14.1727%
 $400,001 - 450,000       98      $41,794,849.55          8.0051%
 $450,001 - 600,000      110      $55,780,434.74         10.6838%
 $600,001 - 650,000       33      $20,926,300.90          4.0081%
 $650,001 - 1,000,000 +   11       $9,517,858.16          1.8230%
                       -----     ---------------        ---------
             Total     1,579     $522,102,682.31        100.0000%

The largest outstanding Scheduled Principal Balance of any
Mortgage Loan, as of the Cut-off Date, in Pool 1998-21 is
$1,297,986.66.

The smallest outstanding Scheduled Principal Balance of any
Mortgage Loan, as of the Cut-off Date, in Pool 1998-21 is
$226,535.93.

c) The following table sets forth information, as of the Cut-off
   Date, with respect to the years of origination of the Mortgage
   Loans in Pool 1998-21:

                                      AGGREGATE              % OF
                                       BALANCES           POOL BY
    YEAR OF         # OF                  AS OF         AGGREGATE
ORIGINATION        LOANS           CUT-OFF DATE           BALANCE
- -----------        -----           ------------         ---------
       1994            1            $268,188.59           0.0514%
       1995            1            $263,799.12           0.0505%
       1997            4          $1,293,661.83           0.2478%
       1998        1,573        $520,277,032.77          99.6503%
                   -----        ---------------         ---------
      Total        1,579        $522,102,682.31         100.0000%


                                5
<PAGE>


d) The following table sets forth information, as of the Cut-off
   Date, with respect to the loan-to-value ratios of the Mortgage
   Loans at origination in Pool 1998-21:

      LOAN-                           AGGREGATE             % OF
    TO-VALUE                           BALANCES          POOL BY
    RATIO AT           # OF               AS OF        AGGREGATE
   ORIGINATION        LOANS        CUT-OFF DATE          BALANCE
   -----------        -----        ------------        ---------
 00.000 - 50.00          45      $17,569,896.07          3.3652%
 50.001 - 60.00          74      $26,942,342.66          5.1604%
 60.001 - 70.00         214      $78,652,094.26         15.0645%
 70.001 - 75.00         227      $78,019,897.29         14.9434%
 75.001 - 80.00         786     $253,960,260.66         48.6418%
 80.001 - 85.00          27       $8,073,064.30          1.5463%
 85.001 - 90.00         129      $38,147,689.72          7.3065%
 90.001 - 95.00          77      $20,737,437.35          3.9719%
                      -----     ---------------        ---------
      Total           1,579     $522,102,682.31        100.0000%

e) The following table sets forth information, as of the Cut-off
   Date, with respect to the type of Mortgaged Properties
   securing the Mortgage Loans in Pool 1998-21:

                                      AGGREGATE            % OF
                                       BALANCES         POOL BY
TYPE OF               # OF                AS OF       AGGREGATE
DWELLING             LOANS         CUT-OFF DATE         BALANCE
- --------             -----         ------------       ---------
Single-family
 detached            1,507      $498,490,563.54        95.4775%
Single-family
 attached               24        $7,841,196.77         1.5018%
Condominium             34       $10,468,991.88         2.0052%
2 - 4 Family Units      10        $3,852,247.45         0.7378%
Co-op                    4        $1,449,682.67         0.2777%
                     -----      ---------------       ---------
Total                1,579      $522,102,682.31       100.0000%

f) The following table sets forth information, as of the Cut-off
   Date, with respect to the occupancy status of the Mortgaged
   Properties securing the Mortgage Loans as represented by the
   mortgagors at origination in Pool 1998-21:

                                     AGGREGATE             % OF
                                      BALANCES          POOL BY
                     # OF                AS OF        AGGREGATE
OCCUPANCY           LOANS         CUT-OFF DATE          BALANCE
- ---------           -----         ------------        ---------
Owner Occupied      1,547      $512,009,917.93         98.0669%
Vacation               25        $7,860,662.16          1.5056%
Investment              7        $2,232,102.22          0.4275%
                    -----      ---------------        ---------
Total               1,579      $522,102,682.31        100.0000%


                                6
<PAGE>


g) The following table sets forth information, as of the Cut-off
   Date, with respect to the geographic distribution of the
   Mortgaged Properties securing the Mortgage Loans in Pool
   1998-21:

                                        AGGREGATE            % OF
                                         BALANCES         POOL BY
                      # OF                  AS OF       AGGREGATE
STATE                LOANS           CUT-OFF DATE         BALANCE
- -----                -----           ------------       ---------
Alabama                  5          $1,468,675.91         0.2813%
Arizona                 42         $14,117,887.99         2.7040%
Arkansas                 2            $750,379.02         0.1437%
California             774        $260,051,387.67        49.8086%
Colorado                44         $13,144,068.77         2.5175%
Connecticut             36         $11,646,716.16         2.2307%
Delaware                 2            $616,617.15         0.1181%
District Of Columbia     3            $985,253.26         0.1887%
Florida                 45         $15,200,950.52         2.9115%
Georgia                 48         $15,197,432.34         2.9108%
Hawaii                   9          $2,991,299.10         0.5729%
Illinois                39         $13,280,855.06         2.5437%
Indiana                  4          $1,304,118.03         0.2498%
Iowa                     7          $2,177,655.60         0.4171%
Kansas                   4          $1,563,521.92         0.2995%
Kentucky                 2            $748,859.33         0.1434%
Louisiana                1            $266,200.00         0.0510%
Maine                    1            $244,209.20         0.0468%
Maryland                72         $23,331,053.91         4.4688%
Massachusetts           87         $29,648,724.51         5.6788%
Michigan                30          $9,316,231.33         1.7844%
Minnesota               39         $13,755,693.17         2.6347%
Mississippi              1            $398,566.21         0.0763%
Missouri                 6          $2,395,840.79         0.4589%
Montana                  1            $295,353.19         0.0566%
Nevada                   8          $2,474,227.48         0.4739%
New Hampshire            6          $1,787,385.71         0.3423%
New Jersey              49         $15,814,714.48         3.0290%
New Mexico               1            $547,830.02         0.1049%
New York                30         $10,691,612.57         2.0478%
North Carolina           9          $2,638,730.34         0.5054%
Ohio                     3            $795,927.91         0.1524%
Oregon                  15          $4,754,294.51         0.9106%
Pennsylvania            14          $4,955,050.82         0.9491%
Rhode Island             4          $1,240,228.71         0.2375%
South Carolina           1            $239,812.78         0.0459%
Tennessee                5          $1,427,460.33         0.2734%
Texas                   25          $7,936,649.19         1.5201%
Utah                     5          $1,327,644.34         0.2543%
Virginia                53         $15,644,478.89         2.9964%
Washington              46         $14,520,578.20         2.7812%
Wisconsin                1            $408,505.89         0.0782%
                     -----        ---------------       ---------
Total                1,579        $522,102,682.31       100.0000%


                                7
<PAGE>


h) The following table sets forth information, as of the Cut-off
   Date, with respect to the maturity dates of the Mortgage Loans
   in Pool 1998-21:

                                     AGGREGATE              % OF
                                      BALANCES           POOL BY
   YEAR OF         # OF                  AS OF         AGGREGATE
  MATURITY        LOANS           CUT-OFF DATE           BALANCE
  --------        -----           ------------         ---------
      2018           10          $3,022,417.88           0.5789%
      2022            1            $247,034.01           0.0473%
      2023            2            $492,250.00           0.0943%
      2024            1            $268,188.59           0.0514%
      2025            1            $297,404.17           0.0570%
      2026            2            $600,986.27           0.1151%
      2027            4          $1,519,466.75           0.2910%
      2028        1,558        $515,654,934.64          98.7650%
                  -----        ---------------         ---------
     Total        1,579        $522,102,682.31         100.0000%

The weighted average scheduled remaining term to maturity of the
Mortgage Loans in Pool 1998-21 calculated as of the Cutoff Date
is 357 months.

i) The following table sets forth information, as of the Cut-off
   Date, with respect to the purpose of the Mortgage Loans in
   Pool 1998-21:


                                        AGGREGATE            % OF
                                         BALANCES         POOL BY
PURPOSE               # OF                  AS OF       AGGREGATE
OF LOAN              LOANS           CUT-OFF DATE         BALANCE
- -------              -----           ------------       ---------
Purchase               730        $235,137,565.78        45.0367%
Rate Term/Refinance    608        $202,322,695.18        38.7515%
Cash-out Refinance     241         $84,642,421.35        16.2118%
                     -----        ---------------       ---------
Total                1,579        $522,102,682.31       100.0000%


                                8
<PAGE>


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS
         AND EXHIBITS.

  1.1     The Underwriting Agreement, dated as of January 22,
          1998, and the related Terms Agreement, dated as of
          November 20, 1998, for certain of the Series 1998-21
          Certificates between GE Capital Mortgage Services, Inc.
          and Merrill Lynch, Pierce, Fenner & Smith Incorporated


  1.2     The Underwriting Agreement, dated as of May 22, 1996,
          and the related Terms Agreement, dated as of November
          20, 1998, for certain of the Series 1998-21
          Certificates between GE Capital Mortgage Services, Inc.
          and Lehman Brothers Inc..

  4.1     The Pooling and Servicing Agreement for the Series
          1998-21 Certificates, dated as of November 1, 1998,
          between GE Capital Mortgage Services, Inc., as seller
          and servicer, and State Street Bank and Trust Company,
          as trustee.


                                9
<PAGE>


                            SIGNATURES



       Pursuant to the requirements 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.



                               GE Capital Mortgage Services, Inc.



                               By: /s/ Syed W. Ali
                                  -------------------
                               Name:  Syed W. Ali
                               Title: Vice President



Dated as of November 25, 1998


                               10
<PAGE>


                            SIGNATURES



       Pursuant to the requirements 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.



                               GE Capital Mortgage Services, Inc.



                               By:
                                  -------------------
                               Name:  Syed W. Ali
                               Title: Vice President



Dated as of November 25, 1998


                               11
<PAGE>


                          EXHIBIT INDEX



The exhibits are being filed herewith:


- -----------------------------------------------------------------
 EXHIBIT NO.            DESCRIPTION                       PAGE
- -----------------------------------------------------------------

     1.1      The Underwriting Agreement, dated as
              of January 22, 1998, and the related
              Terms Agreement, dated as of November
              20, 1998, for certain of the Series 1998-
              21 Certificates between GE Capital
              Mortgage Services, Inc. and Merrill
              Lynch, Pierce, Fenner & Smith
              Incorporated.
     1.2
              The Underwriting Agreement, dated as
              of May 22, 1996, and the related Terms
              Agreement, dated as of November 20,
              1998, for certain of the Series
              1998-21 Certificates between GE
              Capital Mortgage Services, Inc. and
              Lehman Brothers Inc.
     4.1
              The Pooling and Servicing Agreement
              for the Series 1998-21 Certificates,
              dated as of November 1, 1998, between
              GE Capital Mortgage Services, Inc., as
              seller and servicer, and State Street
              Bank and Trust Company, as trustee.

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


                               12




                                                        EXECUTION







                GE CAPITAL MORTGAGE SERVICES, INC.

                    PASS-THROUGH CERTIFICATES
                       (Issuable in Series)

                      UNDERWRITING AGREEMENT


Merrill Lynch, Pierce, Fenner & Smith          New York, New York
             Incorporated                        January 22, 1998
Merrill Lynch World Headquarters
North Tower
World Financial Center
New York, New York  10281-1201


Ladies and Gentlemen:

           GE Capital Mortgage Services, Inc., a corporation
organized and existing under the laws of the State of New Jersey
(the "Company"), may offer for sale to you (the "Underwriter")
from time to time its Pass-Through Certificates evidencing
interests in pools of mortgage loans (the "Certificates"). The
Certificates may be issued in various series, and within each
series, in one or more classes, in one or more offerings on terms
determined at the time of sale (each such series, a "Series" and
each such class, a "Class"). Each Series of the Certificates will
be issued under a separate Pooling and Servicing Agreement (each,
a "Pooling and Servicing Agreement") to be dated as of the
respective cut-off date (each, a "Cut-off Date") between the
Company, as seller and servicer, and State Street Bank and Trust
Company, as trustee (the "Trustee"). Capitalized terms used but
not defined herein shall have the meanings given to them in the
related Pooling and Servicing Agreement.

           The Certificates issued under each Pooling and
Servicing Agreement will represent the entire beneficial
ownership interest in a trust fund (the "Trust Fund") established
by such Pooling and Servicing Agreement. The assets of each Trust
Fund will consist primarily of one or more pools of conventional,
fixed rate, first lien, fully amortizing, one- to four-family
residential mortgage loans (the "Mortgage Loans") having the
original terms to maturity specified in the related Terms
Agreement referred to hereinbelow. If so specified in the related
Terms Agreement, one or more elections may be made to treat the
assets of each Trust Fund as a real estate mortgage


<PAGE>


investment conduit (each, a "REMIC") for federal income tax
purposes.

           Whenever the Company determines to make an offering of
Certificates (each, a "Certificate Offering") pursuant to this
Agreement through you, it will enter into an agreement with you
(the "Terms Agreement") providing for the sale of specified
Classes of Offered Certificates (as defined below) to, and the
purchase and public offering thereof by, you. Each such
Certificate Offering which the Company elects to make pursuant to
this Agreement shall be governed by this Agreement, as
supplemented by the related Terms Agreement. Each Terms
Agreement, which shall be substantially in the form of Exhibit A
hereto, shall specify, among other things, the Classes of
Certificates to be purchased by the Underwriter (the "Offered
Certificates"), the principal balance or balances of the Offered
Certificates, each subject to any stated variance, and the price
or prices at which such Offered Certificates are to be purchased
by the Underwriter from the Company.

           1.   Representations and Warranties.  (a) The Company
represents and warrants to and agrees with the Underwriter, as of
the date of the related Terms Agreement, that:

                        (i) The registration statement specified
           in the related Terms Agreement, on Form S-3, including
           a prospectus, has been filed with the Securities and
           Exchange Commission (the "Commission") for the
           registration under the Securities Act of 1933, as
           amended (the "Act"), of pass-through certificates
           issuable in series, which registration statement has
           been declared effective by the Commission. Such
           registration statement, as amended to the date of the
           related Terms Agreement, including any documents
           incorporated by reference therein pursuant to Item 12
           of Form S-3 under the Act which were filed under the
           Securities Exchange Act of 1934, as amended (the
           "Exchange Act"), on or before the effective date of
           the Registration Statement, is hereinafter called the
           "Registration Statement", and such prospectus, as such
           prospectus is supplemented by a prospectus supplement
           relating to the Offered Certificates of the related
           Series, each in the form first filed after the date of
           the related Terms Agreement pursuant to Rule 424(b)
           under the Act, including any documents incorporated by
           reference therein pursuant to Item 12 of Form S-3
           under the Act which were filed under the Exchange Act
           on or before the date of such prospectus supplement
           (other than any such incorporated documents that
           relate to Collateral Term Sheets (as defined
           herein))(such prospectus supplement, including such
           incorporated documents (other than those that relate
           to Collateral


                               - 2 -
<PAGE>


           Term Sheets), in the form first filed after the date
           of the related Terms Agreement pursuant to Rule 424(b)
           is hereinafter called the "Prospectus Supplement"), is
           hereinafter called the "Prospectus". Any reference
           herein to the terms "amend", "amendment" or
           "supplement" with respect to the Registration
           Statement, the Prospectus or the Prospectus Supplement
           shall be deemed to refer to and include the filing of
           any document under the Exchange Act after the
           effective date of the Registration Statement or the
           issue date of the Prospectus or Prospectus Supplement,
           as the case may be, deemed to be incorporated therein
           by reference pursuant to Item 12 of Form S-3 under the
           Act.

                       (ii) The related Registration Statement,
           at the time it became effective, and the Prospectus
           contained therein, and any amendments thereof and
           supplements thereto filed prior to the date of the
           related Terms Agreement, conformed in all material
           respects to the requirements of the Act and the rules
           and regulations of the Commission thereunder; on the
           date of the related Terms Agreement and on each
           Closing Date (as defined in Section 3 below), the
           related Registration Statement and the related
           Prospectus, and any amendments thereof and supplements
           thereto, will conform in all material respects to the
           requirements of the Act and the rules and regulations
           of the Commission thereunder; such Registration
           Statement, at the time it became effective, did not
           contain any untrue statement of a material fact or
           omit to state a material fact required to be stated
           therein or necessary to make the statements therein
           not misleading; such Prospectus, on the date of any
           filing pursuant to Rule 424(b) and on each Closing
           Date, will not include any untrue statement of a
           material fact or omit to state a material fact
           necessary to make the statements therein, in the light
           of the circumstances under which they are made, not
           misleading; and the Detailed Description referred to
           in such Prospectus, on each Closing Date and the date
           of any filing thereof under cover of Form 8-K, will
           not include any untrue statement of a material fact or
           omit to state any information which such Prospectus
           states will be included in such Detailed Description;
           provided, however, that the Company makes no
           representations or warranties as to the information
           contained in or omitted from (A) such Registration
           Statement or such Prospectus (or any supplement
           thereto) in reliance upon and in conformity with
           written information furnished to the Company by or on
           behalf of the Underwriter specifically for use in the
           preparation thereof or (B) any Current Report (as
           defined in Section 5(b) below), or in any amendment


                               - 3 -
<PAGE>


           thereof or supplement thereto, incorporated by
           reference in such Registration Statement or such
           Prospectus (or any amendment thereof or supplement
           thereto).

                      (iii) The Certificates of the related
           Series will conform to the description thereof
           contained in the related Prospectus; will each, if
           rated at the time of issuance in one of the two
           highest rating categories by a nationally recognized
           statistical rating organization, be when issued a
           "mortgage related security" as such term is defined in
           Section 3(a)(41) of the Exchange Act, and will each on
           the related Closing Date be duly and validly
           authorized, and, when validly executed, countersigned,
           issued and delivered in accordance with the related
           Pooling and Servicing Agreement and sold to you as
           provided herein and in the related Terms Agreement,
           will each be validly issued and outstanding and
           entitled to the benefits of the related Pooling and
           Servicing Agreement.

                       (iv) Neither the issuance nor sale of the
           Certificates of the related Series nor the
           consummation of any other of the transactions herein
           contemplated, nor the fulfillment of the terms hereof
           or of the related Terms Agreement, will conflict with
           any statute, order or regulation applicable to the
           Company of any court, regulatory body, administrative
           agency or governmental body having jurisdiction over
           the Company or with any organizational document of the
           Company or any instrument or any agreement under which
           the Company is bound or to which it is a party.

                        (v) This Agreement and the related Terms
           Agreement have been duly authorized, executed and
           delivered by the Company.

                      (vi) At or prior to the related Closing
           Date, the Company will have entered into the related
           Pooling and Servicing Agreement and, assuming the due
           authorization, execution and delivery thereof by the
           Trustee, such Pooling and Servicing Agreement (on such
           Closing Date) will constitute the valid and binding
           agreement of the Company enforceable in accordance
           with its terms, subject as to enforceability, to
           bankruptcy, insolvency, reorganization or other
           similar laws affecting creditors' rights and to
           general principles of equity (regardless of whether
           the enforceability of such Pooling and Servicing
           Agreement is considered in a proceeding in equity or
           at law).


                               - 4 -
<PAGE>


           2. Purchase and Sale. Subject to the execution of the
Terms Agreement for a particular Certificate Offering and subject
to the terms and conditions and in reliance upon the
representations and warranties set forth in this Agreement and
such Terms Agreement, the Company agrees to sell to the
Underwriter, and the Underwriter agrees to purchase from the
Company, all, but not less than all, of the related Offered
Certificates at the purchase price therefor set forth in such
Terms Agreement (the "Purchase Price").

           The parties hereto agree that settlement for all
securities sold pursuant to this Agreement and the applicable
Terms Agreement shall take place on the settlement date agreed
upon at the time of the related transaction and set forth as the
"Closing Date" in such Terms Agreement and not as set forth in
Rule 15c6-1(a) of the Exchange Act.

           3. Delivery and Payment. Delivery of and payment for
the Offered Certificates of a Series shall be made at the offices
of Cleary, Gottlieb, Steen & Hamilton, New York, New York, at
10:00 A.M., New York City time, on the Closing Date specified in
the related Terms Agreement, which date and time may be postponed
by agreement between the Underwriter and the Company (such date
and time being herein called the "Closing Date"). Delivery of
such Offered Certificates shall be made to the Underwriter
against payment by the Underwriter of the Purchase Price thereof
to or upon the order of the Company by wire transfer in federal
or other immediately available funds or by check payable in
federal funds, as the Company shall specify no later than five
full business days prior to such Closing Date. Unless delivery is
made through the facilities of The Depository Trust Company, the
Offered Certificates shall be registered in such names and in
such authorized denominations as the Underwriter may request not
less than two full business days in advance of each Closing Date.

           The Company agrees to notify the Underwriter at least
two business days before each Closing Date of the exact principal
balance evidenced by the Offered Certificates and to have such
Offered Certificates available for inspection, checking and
packaging in New York, New York, no later than 12:00 noon on the
business day prior to such Closing Date.

           4. Offering by the Underwriter. It is understood that
the Underwriter proposes to offer the Offered Certificates of the
related Series for sale to the public as set forth in the related
Prospectus.

           5.   Agreements.  The Company agrees with the
Underwriter that:

                (a)  The Company will cause the Prospectus as
      supplemented by a Prospectus Supplement relating to the


                               - 5 -
<PAGE>


      Offered Certificates to be filed pursuant to Rule 424 under
      the Act and will promptly advise the Underwriter when such
      Prospectus as so supplemented has been so filed, and prior
      to the termination of the Certificate Offering to which
      such Prospectus relates also will promptly advise the
      Underwriter (i) when any amendment to the related
      Registration Statement specifically relating to such
      Offered Certificates shall have become effective or any
      further supplement to such Prospectus has been filed, (ii)
      of any request by the Commission for any amendment of such
      Registration Statement or Prospectus or for any additional
      information, (iii) of the issuance by the Commission of any
      stop order suspending the effectiveness of such
      Registration Statement or the institution or threatening of
      any proceeding for that purpose and (iv) of the receipt by
      the Company of any written notification with respect to the
      suspension of the qualification of such Offered
      Certificates for sale in any jurisdiction or the initiation
      or threatening of any proceeding for such purpose. The
      Company will not file any amendment of the related
      Registration Statement or supplement to the related
      Prospectus (other than any amendment or supplement
      specifically relating to one or more Series of pass-through
      certificates other than the Series that includes the
      related Offered Certificates) unless the Company has
      furnished the Underwriter with a copy for its review prior
      to filing. The Company will use its best efforts to prevent
      the issuance of any such stop order and, if issued, to
      obtain as soon as possible the withdrawal thereof.

                (b) The Company will cause any Computational
      Materials and any Structural Term Sheets (each as defined
      in Section 8 below) with respect to the Offered
      Certificates of a Series that are delivered by the
      Underwriter to the Company pursuant to Section 8 to be
      filed with the Commission on a Current Report on Form 8-K
      (each such filing of such materials, a "Current Report")
      pursuant to Rule 13a- 11 under the Exchange Act on the
      business day immediately following the later of (i) the day
      on which such Computational Materials and Structural Term
      Sheets are delivered to counsel for the Company by the
      Underwriter prior to 10:30 a.m. and (ii) the date on which
      this Agreement is executed and delivered. The Company will
      cause one Collateral Term Sheet (as defined in Section 9
      below) with respect to the Offered Certificates of a Series
      that is delivered by the Underwriter to the Company in
      accordance with the provisions of Section 9 to be filed
      with the Commission on a Current Report pursuant to Rule
      13a-11 under the Exchange Act on the business day
      immediately following the day on which such Collateral Term
      Sheet is delivered to counsel for the Company by the
      Underwriter prior to 10:30 a.m. In addition, if at any time
      prior to the availability


                               - 6 -
<PAGE>


      of the related Prospectus Supplement the Underwriter has
      delivered to any prospective investor a Collateral Term
      Sheet that reflects, in the reasonable judgment of the
      Underwriter and the Company, a material change in the
      characteristics of the Mortgage Loans for the related
      Series from those on which a Collateral Term Sheet with
      respect to the related Series previously filed with the
      Commission was based, the Company will cause any such
      Collateral Term Sheet that is delivered by the Underwriter
      to the Company in accordance with the provisions of Section
      9 to be filed with the Commission on a Current Report on
      the business day immediately following the day on which
      such Collateral Term Sheet is delivered to counsel for the
      Company by the Underwriter prior to 10:30 a.m. In each
      case, the Company will promptly advise the Underwriter when
      such Current Report has been so filed. Each such Current
      Report shall be incorporated by reference in the related
      Prospectus and the related Registration Statement.
      Notwithstanding the five preceding sentences, the Company
      shall have no obligation to file any materials provided by
      the Underwriter pursuant to Sections 8 and 9 which, in the
      reasonable determination of the Company after making
      reasonable efforts to consult with the Underwriter, are not
      required to be filed pursuant to the Kidder Letters or the
      PSA Letter (each as defined in Section 8 below), or which
      contain erroneous information or contain any untrue
      statement of a material fact or, when read in conjunction
      with the Prospectus and Prospectus Supplement, omit to
      state a material fact required to be stated therein or
      necessary to make the statements therein not misleading; it
      being understood, however, that the Company shall have no
      obligation to review or pass upon the accuracy or adequacy
      of, or to correct, any Computational Materials, Structural
      Term Sheets or Collateral Term Sheets provided by the
      Underwriter to the Company pursuant to Section 8 or Section
      9 hereof.

                (c) If, at any time when a prospectus relating to
      the Offered Certificates of a Series is required to be
      delivered under the Act, any event occurs as a result of
      which the related Prospectus as then amended or
      supplemented would include any untrue statement of a
      material fact or omit to state any material fact necessary
      to make the statements therein in light of the
      circumstances under which they were made not misleading, or
      if it shall be necessary at any time to amend or supplement
      the related Prospectus to comply with the Act or the rules
      thereunder, the Company promptly will prepare and file with
      the Commission, subject to paragraph (a) of this Section 5,
      an amendment or supplement which will correct such
      statement or omission or an amendment which will effect
      such compliance; provided, however, that the Company will
      not be required to file any such amendment or supplement
      with respect to any


                               - 7 -
<PAGE>


      Computational Materials, Structural Term Sheets or
      Collateral Term Sheets incorporated by reference in the
      Prospectus other than any amendments or supplements of such
      Computational Materials or Structural Term Sheets that are
      furnished to the Company by the Underwriter pursuant to
      Section 8(e) hereof or any amendments or supplements of
      such Collateral Term Sheets that are furnished to the
      Company by the Underwriter pursuant to Section 9(d) hereof
      which the Company determines to file in accordance
      therewith.

                (d) The Company will furnish to the Underwriter
      and counsel for the Underwriter, without charge, as many
      signed copies of the related Registration Statement
      (including exhibits thereto) and, so long as delivery of a
      prospectus by the Underwriter or dealer may be required by
      the Act, as many copies of the related Prospectus and any
      supplements thereto (other than exhibits to the related
      Current Report) as the Underwriter may reasonably request.

                (e) The Company will furnish such information,
      execute such instruments and take such actions as may be
      reasonably requested by the Underwriter to qualify the
      Offered Certificates of a Series for sale under the laws of
      such jurisdictions as the Underwriter may designate, to
      maintain such qualifications in effect so long as required
      for the distribution of such Offered Certificates and to
      determine the legality of such Offered Certificates for
      purchase by institutional investors; provided, however,
      that the Company shall not be required to qualify to do
      business in any jurisdiction where it is not qualified on
      the date of the related Terms Agreement or to take any
      action which would subject it to general or unlimited
      service of process in any jurisdiction in which it is not,
      on the date of the related Terms Agreement, subject to such
      service of process.

                (f) So long as the Offered Certificates of a
      Series are outstanding, the Company will furnish to the
      Underwriter copies of the annual independent public
      accountants' servicing report furnished to the Trustee
      pursuant to Section 3.13 of the related Pooling and
      Servicing Agreement.

                (g) Whether or not the transactions contemplated
      hereby and by the related Terms Agreement shall be
      consummated, the Company shall be responsible for the
      payment of any costs and expenses for which details are
      submitted, in connection with the performance of its
      obligations under this Agreement and the related Terms
      Agreement, including, without limitation, (a) the cost and
      expenses of printing or otherwise reproducing the related
      Registration Statement or Prospectus, this Agreement, the
      related Terms Agreement, the related Pooling and Servicing


                               - 8 -
<PAGE>


      Agreement and the Offered Certificates, and (b) the cost of
      delivering the related Offered Certificates to the office
      of the Underwriter, insured to the satisfaction of the
      Underwriter (it being understood that, except as provided
      in this paragraph (g) and in Section 7 hereof, the
      Underwriter will pay all its own costs and expenses,
      including the fees of Brown & Wood LLP, counsel for the
      Underwriter, transfer taxes on resale of any Offered
      Certificates by it, advertising expenses connected with any
      offers that it may make, the fees of KPMG Peat Marwick LLP
      with respect to its letters furnished pursuant to Section
      6(i) of this Agreement and any letter furnished pursuant to
      the last sentence of Section 6(h) hereof, the fees of any
      firm of public accountants selected by the Underwriter with
      respect to their letter furnished pursuant to Section 8(c)
      of this Agreement, any other costs and expenses specified
      in the related Terms Agreement as "Additional Expenses",
      and all expenses (e.g., shipping, postage and courier
      costs) associated with the delivery of the related
      Prospectus to prospective investors and investors, other
      than the costs of delivery to the Underwriter's facilities,
      provided, that if courier services (other than overnight
      delivery services utilized in the ordinary course of
      business) are required to ensure that such Prospectus is
      delivered to investors on the day immediately preceding the
      related Closing Date, the Company will pay such courier
      expenses).

           6. Conditions to the Obligations of the Underwriter.
The obligations of the Underwriter to purchase the Offered
Certificates of any Series shall be subject to the accuracy in
all material respects of the representations and warranties on
the part of the Company contained in this Agreement, as
supplemented by the related Terms Agreement, as of the respective
dates thereof and the related Closing Date, to the accuracy of
the statements of the Company made in any applicable officers'
certificates pursuant to the provisions hereof, to the
performance by the Company of its obligations under this
Agreement and such Terms Agreement and to the following
additional conditions applicable to the related Certificate
Offering:

                (a) No stop order suspending the effectiveness of
      the related Registration Statement shall have been issued
      and no proceedings for that purpose shall have been
      instituted or threatened.

                (b) Cleary, Gottlieb, Steen & Hamilton, counsel
      for the Company, shall have furnished to the Underwriter an
      opinion, dated the related Closing Date, to the effect
      that:


                               - 9 -
<PAGE>


                        (i) this Agreement and the related Terms
           Agreement have been duly executed and delivered by the
           Company under the law of the State of New York;

                       (ii) the related Pooling and Servicing
           Agreement has been duly executed and delivered by the
           Company under the law of the State of New York and is
           a legal, valid and binding agreement of the Company
           enforceable against the Company in accordance with its
           terms;

                      (iii) the Offered Certificates, when duly
           executed and countersigned by the Trustee in
           accordance with the related Pooling and Servicing
           Agreement, will be validly issued and outstanding and
           entitled to the benefits of such Pooling and Servicing
           Agreement;

                       (iv) the related Pooling and Servicing
           Agreement is not required to be qualified under the
           Trust Indenture Act of 1939, as amended, and the trust
           created thereunder is not required to be registered
           under the Investment Company Act of 1940, as amended;

                        (v) such counsel confirms that (based
           solely upon telephone confirmation from a
           representative of the Commission) the related
           Registration Statement is effective under the Act and,
           to the best of such counsel's knowledge, no stop order
           with respect thereto has been issued, and no
           proceeding for that purpose has been instituted or
           threatened by the Commission; such Registration
           Statement (except the financial statements and
           schedules and other financial and statistical data
           included therein and the documents incorporated by
           reference therein, as to which such counsel need
           express no view), at the time it became effective and
           the related Prospectus (except the financial
           statements and schedules and the other financial and
           statistical data included therein, the documents
           incorporated by reference therein), as of the date of
           the Prospectus Supplement appeared on their face to be
           appropriately responsive in all material respects to
           the requirements of the Act and the rules and
           regulations thereunder; and no information has come to
           the attention of such counsel that causes it to
           believe that (A) such Registration Statement (except
           the financial statements and schedules and the other
           financial and statistical data included therein and
           the documents incorporated by reference therein, as to
           which such counsel need express no view) at the time
           it became effective, contained an untrue statement of
           a material fact or omitted to state a material fact
           required to be stated therein or necessary to make the


                              - 10 -
<PAGE>


           statements therein not misleading or (B) such
           Prospectus or any amendment or supplement thereto
           (except the financial statements and schedules and the
           other financial and statistical data included therein,
           the documents incorporated by reference therein and
           the information included in the second sentence of the
           antepenultimate paragraph, the first sentence of the
           penultimate paragraph, and the last paragraph of the
           cover page of such Prospectus Supplement and in the
           second and fourth sentences of the first paragraph
           under the heading "Plan of Distribution" therein, as
           to which such counsel need express no view), as of the
           date of the Prospectus Supplement, or at the related
           Closing Date, contained or contains an untrue
           statement of a material fact or omitted or omits to
           state a material fact necessary in order to make the
           statements therein, in the light of the circumstances
           under which they were made, not misleading;

                       (vi) the statements set forth under the
           heading "Description of the Certificates" in the
           related Prospectus, insofar as such statements purport
           to summarize certain provisions of the related Pooling
           and Servicing Agreement and the related Offered
           Certificates, provide a fair summary of such
           provisions;

                      (vii) the statements set forth in the
           related Prospectus under the headings "Certain Legal
           Aspects of the Mortgage Loans and Contracts -- The
           Mortgage Loans", "Certain Federal Income Tax
           Consequences" (insofar as they relate specifically to
           the purchase, ownership and disposition of the related
           Offered Certificates) and "ERISA Considerations"
           (insofar as they relate specifically to the purchase,
           ownership and disposition of such Offered
           Certificates), to the extent that they constitute
           matters of law or legal conclusions, provide a fair
           summary of such law or conclusions;

                     (viii) assuming compliance with all
           provisions of the related Pooling and Servicing
           Agreement, for federal income tax purposes, (A) if any
           election is made to treat the assets of the Trust Fund
           as a REMIC: the related Trust Fund (and any specified
           subgrouping therein) will qualify as a REMIC pursuant
           to Section 860D of the Internal Revenue Code of 1986,
           as amended (the "Code"), each Class of Certificates of
           the related Series, other than the related Residual
           Class or Classes, will constitute a class of "regular
           interests" in the related REMIC within the meaning of
           the Code, and each Class of such Certificates specified


                              - 11 -
<PAGE>


           in the related Prospectus as a Class of Residual
           Certificates will constitute the "residual interest"
           in the related REMIC within the meaning of the Code;
           (B) if no such REMIC election is made: the Trust Fund
           will be treated as a "grantor trust"; and

                       (ix) assuming that some or all of the
           Offered Certificates of the related Series shall be
           rated at the time of issuance in one of the two
           highest rating categories by a nationally recognized
           statistical rating organization, each Offered
           Certificate so rated will be at the time of issuance,
           a "mortgage related security" as such term is defined
           in Section 3(a)(41) of the Exchange Act.

      Such opinion may express its reliance as to factual matters
      on the representations and warranties made by, and on
      certificates or other documents furnished by, officers of
      the parties to this Agreement, the related Terms Agreement
      or the related Pooling and Servicing Agreement. Such
      opinion may assume the due authorization, execution and
      delivery of the instruments and documents referred to
      therein by the parties thereto other than the Company. Such
      opinion may be qualified, insofar as it concerns the
      enforceability of the documents referred to therein, to the
      extent that such enforceability may be limited by
      bankruptcy, insolvency, reorganization or other similar
      laws affecting the enforcement of creditors' rights in
      general and by general equity principles (regardless of
      whether such enforcement is considered in a proceeding in
      equity or at law). Such opinion may be further qualified as
      expressing no opinion as to (x) the statements in the
      related Prospectus under the heading "Certain Legal Aspects
      of the Mortgage Loans and Contracts -- The Mortgage Loans"
      except insofar as such statements relate to the laws of the
      State of New York and the laws of the United States, and
      (y) the statements in such Prospectus under the headings
      "ERISA Considerations" and "Certain Federal Income Tax
      Consequences" except insofar as such statements relate to
      the laws of the United States. In addition, such opinion
      may be qualified as an opinion only on the law of the State
      of New York and the federal law of the United States of
      America.

                (c) The General Counsel for the Company shall
      have furnished to the Underwriter an opinion, dated the
      related Closing Date, to the effect that:

                        (i) The Company has been duly
           incorporated and is validly existing as a corporation
           in good standing under the laws of the State of New
           Jersey, with corporate power to own its properties, to


                              - 12 -
<PAGE>


           conduct its business as described in the related
           Prospectus and to enter into and perform its
           obligations under this Agreement, the related Terms
           Agreement, the related Pooling and Servicing Agreement
           and the Certificates of the related Series;

                       (ii) The Company has full power and
           authority to sell and service the related Mortgage
           Loans as contemplated herein and in the related
           Pooling and Servicing Agreement;

                      (iii) This Agreement, the related Terms
           Agreement and the related Pooling and Servicing
           Agreement have been duly authorized, executed and
           delivered by the Company under the law of the State of
           New Jersey;

                       (iv)    The issuance and sale of the
           Offered Certificates have been duly authorized by the
           Company;

                        (v) No consent, approval, authorization
           or order of any court or governmental agency or body
           is required for the consummation by the Company of the
           transactions contemplated herein or in the related
           Pooling and Servicing Agreement, except such as may be
           required under the blue sky laws of any jurisdiction
           and such other approvals as have been obtained;

                       (vi) Neither the issuance of the
           Certificates of the related Series nor delivery of the
           related Offered Certificates, nor the consummation of
           any other of the transactions contemplated in this
           Agreement, the related Terms Agreement or the related
           Pooling and Servicing Agreement, nor the fulfillment
           of the terms of the related Certificates, the related
           Pooling and Servicing Agreement, this Agreement or the
           related Terms Agreement will conflict with or violate
           any term or provision of the articles of incorporation
           or by-laws of the Company or any statute, order or
           regulation applicable to the Company of any court,
           regulatory body, administrative agency or governmental
           body having jurisdiction over the Company and will not
           conflict with, result in a breach or violation or the
           acceleration of or constitute a default under the
           terms of any indenture or other agreement or
           instrument known to such counsel to which the Company
           is a party or by which it is bound; and

                      (vii) There are no actions, proceedings or
           investigations pending or, to the best knowledge of
           such counsel, threatened before any court, admini-


                              - 13 -
<PAGE>


           strative agency or other tribunal (i) asserting the
           invalidity of this Agreement, the related Terms
           Agreement, the related Pooling and Servicing Agreement
           or the related Certificates, (ii) seeking to prevent
           the issuance of the Certificates of the related Series
           or the consummation by the Company of any of the
           transactions contemplated by this Agreement, such
           Terms Agreement or such Pooling and Servicing
           Agreement, or (iii) which might materially and
           adversely affect the performance by the Company of its
           obligations under, or the validity or enforceability
           of, this Agreement, such Terms Agreement, such Pooling
           and Servicing Agreement or the related Certificates.

      In rendering his or her opinion such counsel may rely as to
      matters of fact, to the extent deemed proper and as stated
      therein, on certificates of responsible officers of the
      Company or public officials. In addition, such opinion may
      be qualified as an opinion only on the laws of the State of
      New Jersey.

                (d) The Underwriter shall have received from
      Brown & Wood LLP, counsel for the Underwriter, such opinion
      or opinions, dated the related Closing Date, with respect
      to the issuance and sale of the Certificates of the related
      Series, the related Registration Statement, the related
      Prospectus and such other related matters as the
      Underwriter may reasonably require, and the Company shall
      have furnished to such counsel such documents as the
      Underwriter may reasonably request for the purpose of
      enabling them to pass upon such matters.

                (e) The Company shall have furnished to the
      Underwriter a certificate of the Company, signed by the
      President or any Vice President and the Senior Vice
      President-Finance or the principal financial or accounting
      officer of the Company, dated the related Closing Date, to
      the effect that the signers of such certificate have
      carefully examined the related Registration Statement
      (excluding any Current Reports and any other documents
      incorporated by reference therein), the related Prospectus,
      the Detailed Description referred to in such Prospectus
      (excluding any related Current Report), this Agreement and
      the related Terms Agreement and that:

                        (i) the representations and warranties of
           the Company in this Agreement are true and correct in
           all material respects on and as of the related Closing
           Date with the same effect as if made on such Closing
           Date, and the Company has complied with all the
           agreements and satisfied all the conditions on its
           part


                              - 14 -
<PAGE>


           to be performed or satisfied at or prior to such
           Closing Date;

                       (ii) no stop order suspending the
           effectiveness of such Registration Statement has been
           issued and no proceedings for that purpose have been
           instituted or, to their knowledge, threatened; and

                      (iii) nothing has come to their attention
           that would lead them to believe that such Registration
           Statement (excluding any Current Report) contains any
           untrue statement of a material fact or omits to state
           any material fact required to be stated therein or
           necessary to make the statements therein not
           misleading, that the related Prospectus (excluding any
           related Current Report) contains any untrue statement
           of a material fact or omits to state a material fact
           required to be stated therein or necessary to make the
           statements therein, in the light of the circumstances
           under which they were made, not misleading, or that
           the Detailed Description referred to in such
           Prospectus includes any untrue statement of a material
           fact or omits to state any information which the
           Prospectus states will be included in such Detailed
           Description.

                (f) Peabody & Arnold, counsel for the Trustee,
      shall have furnished to the Underwriter an opinion, dated
      the related Closing Date, to the effect that:

                        (i) the Trustee has been duly
           incorporated and is validly existing as a corporation
           in good standing under the laws of the Commonwealth of
           Massachusetts with corporate power to own its
           properties and conduct its business as presently
           conducted by it, to conduct business as a trustee and
           to enter into and perform its obligations under the
           related Pooling and Servicing Agreement;

                       (ii) the related Pooling and Servicing
           Agreement has been duly authorized, executed and
           delivered by the Trustee and constitutes the legal,
           valid and binding agreement of the Trustee enforceable
           against the Trustee in accordance with its terms,
           subject to bankruptcy, insolvency, fraudulent
           conveyance, reorganization or other similar laws
           affecting the enforcement of creditors' rights
           generally and to judicial discretion, and general
           principles of equity (regardless of whether
           enforcement is sought in a proceeding in equity or at
           law);


                              - 15 -
<PAGE>


                      (iii)    the Trustee has duly accepted its
           appointment as trustee under the related Pooling and
           Servicing Agreement;

                       (iv) no consent, approval, authorization
           or order of any Massachusetts or federal court or
           government agency or body is required on the part of
           the Trustee for the consummation of the transactions
           contemplated in the related Pooling and Servicing
           Agreement, except such as may be required under any
           federal or state securities law; and

                        (v) the performance on the part of the
           Trustee of any of the transactions contemplated in the
           related Pooling and Servicing Agreement does not
           conflict with or result in a breach or violation of
           any term or provision of, or constitute a default
           under, the Articles of Organization, as amended, or
           By-Laws of the Trustee, or any Massachusetts or
           federal statute or regulation applicable to the
           Trustee, or to such counsel's knowledge, any indenture
           or other agreement or instrument to which the Trustee
           is a party or by which it is bound, or, to such
           counsel's knowledge, any order of any state or federal
           court, regulatory body, administrative agency or
           governmental body having jurisdiction over the
           Trustee.

      In addition, such counsel shall furnish to the Underwriter
      such opinions as to the treatment of the Trust Fund for
      purposes of Massachusetts tax law as are reasonably
      satisfactory to the Underwriter.

                (g) KPMG Peat Marwick LLP shall have furnished to
      the Underwriter a letter, dated as of the date of the
      related Terms Agreement, in form and substance satisfactory
      to the Underwriter, stating in effect that they have
      performed certain specified procedures as a result of which
      they have determined that such information as the
      Underwriter may reasonably request of an accounting,
      financial or statistical nature (which is limited to
      accounting, financial or statistical information derived
      from the general accounting records of the Company) set
      forth in the related Prospectus Supplement under the
      caption "Delinquency and Foreclosure Experience of the
      Company" agrees with the accounting records of the Company,
      excluding any questions of legal interpretation.

                (h) KPMG Peat Marwick LLP shall have furnished to
      the Underwriter a letter, dated as of the related Closing
      Date, in form and substance satisfactory to the
      Underwriter, stating in effect that they have performed
      certain specified procedures as a result of which they have
      determined that


                              - 16 -
<PAGE>


      such information as the Underwriter may reasonably request
      of an accounting, financial or statistical nature (which is
      limited to accounting, financial or statistical information
      derived from the general accounting records of the Company
      and which is obtained from an analysis of a sample of the
      Mortgage Loans included in the related pool) set forth in
      the related Prospectus Supplement under the caption
      "Description of the Mortgage Pool and the Mortgaged
      Properties" or "Description of the Mortgage Pools and the
      Mortgaged Properties", as the case may be, and in the
      Detailed Description relating to such Prospectus Supplement
      is mutually consistent and agrees with the accounting
      records of the Company and, where applicable, the related
      Mortgage Loan files of the Company, excluding any questions
      of legal interpretation. In addition, if applicable, such
      accountants shall have furnished to the Underwriter a
      letter, dated as of the related Closing Date, which shall
      include a statement or statements to the effect that based
      upon the assumptions and methodology agreed to by the
      Company (and which is consistent with the manner in which
      any final PAC Balances, TAC Balances, Scheduled Balances,
      Maximum and Minimum Scheduled Balances or any other
      scheduled balances are to be calculated as set forth in the
      related Prospectus), all of which shall be described by
      reference in such letter, such accountants shall have
      verified the mathematical accuracy of any final PAC
      Balances Table, TAC Balances Table, Scheduled Balances
      Table, Maximum or Minimum Scheduled Balances Table or other
      scheduled balances table attached as an exhibit to the
      related Pooling and Servicing Agreement.

                (i) KPMG Peat Marwick LLP shall have furnished to
      the Underwriter and the Company a letter or letters, dated
      as of the date of the related Terms Agreement, in form and
      substance satisfactory to the Underwriter and the Company,
      including, without limitation, statements, if applicable,
      to the effect that:

                      (i) based upon the assumptions and
           methodology set forth in the related Prospectus, all
           of which shall be described by reference in such
           letter, they recomputed the percentages of initial
           principal balance outstanding as of each of the
           Distribution Dates (as defined in such Prospectus)
           indicated and the weighted average lives of each Class
           of Offered Certificates at each of the indicated
           percentages of the applicable Prepayment Assumption,
           and they compared the recomputed percentages and
           weighted average lives to the corresponding
           percentages and weighted average lives set forth in
           the related tables and found them to be in agreement;


                              - 17 -
<PAGE>


                     (ii) based upon the assumptions and
           methodology set forth in such Prospectus, all of which
           shall be described by reference in such letter, they
           have verified the mathematical accuracy of any
           Scheduled Final Distribution Dates for the Offered
           Certificates, PAC Balances, TAC Balances, Scheduled
           Balances, Maximum and Minimum Scheduled Balances or
           any other scheduled balances set forth in such
           Prospectus for each indicated Distribution Date, and
           have verified the mathematical accuracy of any initial
           Effective Ranges of any PAC Certificates, Scheduled
           Certificates or other scheduled Certificates set forth
           in such Prospectus; and

                    (iii) based upon the assumptions and
           methodology set forth in such Prospectus, all of which
           shall be described by reference in such letter, they
           have verified the mathematical accuracy of the pre-tax
           yields to maturity and, if applicable, aggregate cash
           flows of any Class of Certificates for which such
           pre-tax yields and, if applicable, aggregate cash
           flows are set forth in such Prospectus at the
           indicated percentages of the Prepayment Assumption
           and, if applicable, at the indicated values of COFI,
           LIBOR or any other index, as applicable.

                (j) The Offered Certificates of the related
      Series shall have received the ratings specified in the
      related Terms Agreement (the "Required Ratings").

                (k) Prior to the related Closing Date, the
      Company shall have furnished to the Underwriter such
      further information, certificates and documents as the
      Underwriter may reasonably request.

                (l) If any Certificates of the related Series are
      to be sold to any other underwriter and/or offered in
      reliance upon an exemption from the registration
      requirements of the Act, the sale at or prior to the
      related Closing Date of such Certificates to the purchaser
      thereof shall have occurred.

                (m) Subsequent to the date of the related Terms
      Agreement, there shall not have been any change, or any
      development involving a prospective change, in or affecting
      the business or properties of the Company which the
      Underwriter concludes in its judgment, after consultation
      with the Company, materially impairs the investment quality
      of the Offered Certificates of the related Series so as to
      make it impractical or inadvisable to proceed with the
      public offering or the delivery of such Offered
      Certificates as contemplated by the related Prospectus.


                              - 18 -
<PAGE>


           If any of the conditions specified in this Section 6
shall not have been fulfilled in all material respects with
respect to the particular Offered Certificates of a Series when
and as provided in this Agreement and the related Terms
Agreement, or if any of the opinions and certificates mentioned
above or elsewhere in this Agreement and the related Terms
Agreement shall not be in all material respects reasonably
satisfactory in form and substance to the Underwriter and its
counsel, this Agreement (with respect to the related Offered
Certificates) and the related Terms Agreement and all obligations
of the Underwriter hereunder (with respect to the related Offered
Certificates) and thereunder may be canceled at, or at any time
prior to, the related Closing Date by the Underwriter. Notice of
such cancellation shall be given to the Company in writing, or by
telephone or telegraph confirmed in writing.

           7. Indemnification and Contribution. (a) The Company
agrees to indemnify and hold harmless the Underwriter and each
person who controls the Underwriter within the meaning of the Act
or the Exchange Act against any and all losses, claims, damages
or liabilities, joint or several, to which they or any of them
may become subject under the Act, the Exchange Act, or other
Federal or state statutory law or regulation, at common law or
otherwise, insofar as such losses, claims, damages or liabilities
(or actions in respect thereof) arise out of or are based upon
any untrue statement or alleged untrue statement of a material
fact contained in the Registration Statement relating to the
Offered Certificates of the applicable Series as it became
effective or in any amendment or supplement thereof, or in such
Registration Statement or the related Prospectus, or in any
amendment thereof, or in the Detailed Description referred to in
such Prospectus or arise out of or are based upon the omission or
alleged omission (in the case of any Computational Materials or
ABS Term Sheets (in each case, as defined herein) in respect of
which the Company agrees to indemnify the Underwriter, as set
forth below, when such are read in conjunction with the related
Prospectus and Prospectus Supplement) to state therein a material
fact required to be stated therein or necessary to make the
statements therein not misleading, and agrees to reimburse each
such indemnified party for any legal or other expenses reasonably
incurred by them in connection with investigating or defending
any such loss, claim, damage, liability or action; provided,
however, that (i) the Company will not be liable in any such case
to the extent that any such loss, claim, damage or liability
arises out of or is based upon any such untrue statement or
alleged untrue statement or omission or alleged omission made
therein (A) in reliance upon and in conformity with written
information furnished to the Company as herein stated by or on
behalf of the Underwriter specifically for use in connection with
the preparation thereof or (B) in any Current Report or any
amendment or supplement thereof, except to the extent that any
untrue statement or alleged untrue statement therein or omission


                              - 19 -
<PAGE>


therefrom results (or is alleged to have resulted) directly from
an error (a "Mortgage Pool Error") in the information concerning
the characteristics of the Mortgage Loans furnished by the
Company to the Underwriter in writing or by electronic
transmission that was used in the preparation of either (x) any
Computational Materials or ABS Term Sheets (or amendments or
supplements thereof) included in such Current Report (or
amendment or supplement thereof) or (y) any written or electronic
materials furnished to prospective investors on which the
Computational Materials (or amendments or supplements) were
based, (ii) such indemnity with respect to any Corrected
Statement (as defined below) in such Prospectus (or supplement
thereto) shall not inure to the benefit of the Underwriter (or
any person controlling the Underwriter) from whom the person
asserting any loss, claim, damage or liability purchased the
Certificates of the related Series that are the subject thereof
if such person did not receive a copy of a supplement to such
Prospectus at or prior to the confirmation of the sale of such
Certificates and the untrue statement or omission of a material
fact contained in such Prospectus (or supplement thereto) was
corrected (a "Corrected Statement") in such other supplement and
such supplement was furnished by the Company to the Underwriter
prior to the delivery of such confirmation, and (iii) such
indemnity with respect to any Mortgage Pool Error shall not inure
to the benefit of the Underwriter (or any person controlling the
Underwriter) from whom the person asserting any loss, claim,
damage or liability received any Computational Materials (or any
written or electronic materials on which the Computational
Materials are based) or ABS Term Sheets that were prepared on the
basis of such Mortgage Pool Error, if, prior to the time of
confirmation of the sale of the applicable Certificates to such
person, the Company notified the Underwriter in writing of the
Mortgage Pool Error or provided in written or electronic form
information superseding or correcting such Mortgage Pool Error
(in any such case, a "Corrected Mortgage Pool Error"), and the
Underwriter failed to notify such person thereof or to deliver to
such person corrected Computational Materials (or underlying
written or electronic materials) or ABS Term Sheets. This
indemnity agreement will be in addition to any liability which
the Company may otherwise have.

           (b) The Underwriter agrees to indemnify and hold
harmless the Company, each of its directors, each of its officers
who signs the Registration Statement relating to the Offered
Certificates of the applicable Series, and each person who
controls the Company within the meaning of the Act or the
Exchange Act to the same extent as the foregoing indemnities from
the Company to the Underwriter, but only with reference to (A)
written information furnished to the Company by or on behalf of
the Underwriter specifically for use in the preparation of the
documents referred to in the foregoing indemnity with respect to
the related Series, or (B) any Computational Materials or ABS


                              - 20 -
<PAGE>


Term Sheets (or amendments or supplements thereof) furnished to
the Company by the Underwriter pursuant to Section 8 or Section 9
and incorporated by reference in such Registration Statement or
the related Prospectus or any amendment or supplement thereof
(except that no such indemnity shall be available for any losses,
claims, damages or liabilities, or actions in respect thereof,
resulting from any Mortgage Pool Error, other than a Corrected
Mortgage Pool Error). This indemnity agreement will be in
addition to any liability which the Underwriter may otherwise
have. The Company acknowledges that the statements set forth in
the second sentence of the ante-penultimate paragraph, the first
sentence of the penultimate paragraph, and in the last paragraph
appearing on the cover page of the related Prospectus Supplement
as such statements relate to such Offered Certificates and the
second sentence of the first paragraph under the heading "Plan of
Distribution" in such Prospectus Supplement as such statements
relate to such Offered Certificates constitute the only
information furnished in writing by or on behalf of the
Underwriter for inclusion in the related Prospectus (other than
any Computational Materials or ABS Term Sheets (or amendments or
supplements thereof) furnished to the Company by the
Underwriter), and the Underwriter confirms that such statements
are correct.

           (c) Promptly after receipt by an indemnified party
under Section 7 of notice of the commencement of any action, such
indemnified party will, if a claim in respect thereof is to be
made against the indemnifying party under this Section 7, notify
the indemnifying party in writing of the commencement thereof;
but the omission so to notify the indemnifying party will not
relieve it from any liability which it may have to any
indemnified party otherwise than under this Section 7. In case
any such action is brought against any indemnified party, and it
notifies the indemnifying party of the commencement thereof, the
indemnifying party will be entitled to participate therein, and
to the extent that it may elect by written notice delivered to
the indemnified party promptly after receiving the aforesaid
notice from such indemnified party, to assume the defense
thereof, with counsel satisfactory to such indemnified party;
provided, however, that if the defendants in any such action
include both the indemnified party and the indemnifying party and
the indemnified party shall have reasonably concluded that there
may be legal defenses available to it and/or other indemnified
parties which are different from or additional to those available
to the indemnifying party, the indemnified party or parties shall
have the right to select separate counsel to assert such legal
defenses and to otherwise participate in the defense of such
action on behalf of such indemnified party or parties. Upon
receipt of notice from the indemnifying party to such indemnified
party of its election so to assume the defense of such action and
approval by the indemnified party of counsel, the indemnifying
party will not be liable to such indemnified party under this


                              - 21 -
<PAGE>


Section 7 for any legal or other expenses subsequently incurred
by such indemnified party in connection with the defense thereof
unless (i) the indemnified party shall have employed separate
counsel in connection with the assertion of legal defenses in
accordance with the proviso to the next preceding sentence (it
being understood, however, that the indemnifying party shall not
be liable for the expenses of more than one separate counsel
approved by the indemnified party in the case of subparagraph (a)
or (b), representing the indemnified parties under subparagraph
(a) or (b), who are parties to such action), (ii) the
indemnifying party shall not have employed counsel satisfactory
to the indemnified party to represent the indemnified party
within a reasonable time after notice of commencement of the
action or (iii) the indemnifying party has authorized the
employment of counsel for the indemnified party at the expense of
the indemnifying party; and except that, if clause (i) or (iii)
is applicable, such liability shall be only in respect of the
counsel referred to in such clause (i) or (iii).

           (d) If the indemnification provided for in paragraph
(a) or (b) of this Section 7 is due in accordance with its terms
but is for any reason held by a court to be unavailable from the
Company or the Underwriter, on grounds of policy or otherwise, or
if the indemnified party failed to give notice under paragraph
(c) of this Section 7 in respect of a claim otherwise subject to
indemnification in accordance with paragraph (a) or (b) of this
Section 7, the Company and the Underwriter shall contribute to
the aggregate losses, claims, damages and liabilities (including
legal and other expenses reasonably incurred in connection with
investigating or defending same) to which the Company and the
Underwriter may be subject, as follows:

           (i) in the case of any losses, claims, damages and
      liabilities (or actions in respect thereof) which do not
      arise out of or are not based upon any untrue statement or
      omission of a material fact in any Computational Materials
      or ABS Term Sheets (or any amendments or supplements
      thereof), in such proportion so that the Underwriter is
      responsible for that portion represented by the difference
      between the proceeds to the Company in respect of the
      Offered Certificates appearing on the cover page of the
      Prospectus Supplement for the related Series and the total
      proceeds received by the Underwriter from the sale of such
      Offered Certificates (the "Underwriting Discount"), and the
      Company is responsible for the balance; provided, however,
      that in no case shall the Underwriter be responsible under
      this subparagraph (i) for any amount in excess of such
      Underwriting Discount applicable to the Offered
      Certificates purchased by the Underwriter pursuant to this
      Agreement and the related Terms Agreement; and


                              - 22 -
<PAGE>


          (ii) in the case of any losses, claims, damages and
      liabilities (or actions in respect thereof) which arise out
      of or are based upon any untrue statement or omission of a
      material fact in any Computational Materials or ABS Term
      Sheets (or any amendments or supplements thereof) or in any
      written or electronic materials distributed to prospective
      investors on which the Computational Materials are based,
      in such proportion as is appropriate to reflect the
      relative fault of the Company on the one hand and the
      Underwriter on the other in connection with the statements
      or omissions which resulted in such losses, claims, damages
      or liabilities (or actions in respect thereof) as well as
      any other relevant equitable considerations; provided,
      however, that in no case shall the Underwriter be
      responsible under this subparagraph (ii) for any amount in
      excess of the aggregate Purchase Price for the Offered
      Certificates. The relative fault shall be determined by
      reference to, among other things, whether the untrue or
      alleged untrue statement of a material fact or the omission
      or alleged omission to state a material fact in such
      Computational Materials or ABS Term Sheets (or any
      amendments or supplements thereof or such written or
      electronic materials) results from information prepared by
      the Company on the one hand or the Underwriter on the other
      and the parties' relative intent, knowledge, access to
      information and opportunity to correct or prevent such
      statement or omission.

Notwithstanding anything to the contrary in this Section 7(d), no
person guilty of fraudulent misrepresentation (within the meaning
of Section 11(f) of the Act) shall be entitled to contribution
from any person who was not guilty of such fraudulent
misrepresentation. For purposes of this Section 7, each person
who controls the Underwriter within the meaning of either the Act
or the Exchange Act shall have the same rights to contribution as
the Underwriter, and each person who controls the Company within
the meaning of either the Act or the Exchange Act, each officer
of the Company who shall have signed the Registration Statement
and each director of the Company shall have the same rights to
contribution as the Company, subject in each case to the
immediately preceding sentence of this paragraph (d).

           8. Computational Materials and Structural Term Sheets.
(a) Not later than 10:30 a.m., New York time, on the business day
before the date on which the Current Report relating to the
Offered Certificates of a Series is required to be filed by the
Company with the Commission pursuant to Section 5(b) hereof, the
Underwriter shall deliver to the Company five complete copies of
all materials provided by the Underwriter to prospective
investors in such Offered Certificates that constitute (i)
"Computational Materials" within the meaning of the no-action
letter dated May 20, 1994 issued by the Division of Corporation
Finance of the Commission to Kidder, Peabody


                              - 23 -
<PAGE>


Acceptance Corporation I, Kidder, Peabody & Co. Incorporated, and
Kidder Structured Asset Corporation and the no-action letter
dated May 27, 1994 issued by the Division of Corporation Finance
of the Commission to the Public Securities Association (together,
the "Kidder Letters"), the filing of which material is a
condition of the relief granted in such letter (such materials
being the "Computational Materials"), and (ii) "Structural Term
Sheets" within the meaning of the no-action letter dated February
17, 1995 issued by the Division of Corporation Finance of the
Commission to the Public Securities Association (the "PSA
Letter"), the filing of which material is a condition of the
relief granted in such letter (such materials being the
"Structural Term Sheets"). Each delivery of Computational
Materials and Structural Term Sheets to the Company pursuant to
this paragraph (a) shall be effected by delivering four copies of
such materials to counsel for the Company on behalf of the
Company at the address specified in Section 3 hereof and one copy
of such materials to the Company.

           (b) The Underwriter represents and warrants to and
agrees with the Company, as of the date of the related Terms
Agreement and as of the Closing Date, that:

                (i) the Computational Materials furnished to the
           Company pursuant to Section 8(a) constitute (either in
           original, aggregated or consolidated form) all of the
           materials furnished to prospective investors by the
           Underwriter prior to the time of delivery thereof to
           the Company that are required to be filed with the
           Commission with respect to the related Offered
           Certificates in accordance with the Kidder Letters,
           and such Computational Materials comply with the
           requirements of the Kidder Letters;

               (ii) the Structural Term Sheets furnished to the
           Company pursuant to Section 8(a) constitute all of the
           materials furnished to prospective investors by the
           Underwriter prior to the time of delivery thereof to
           the Company that are required to be filed with the
           Commission as "Structural Term Sheets" with respect to
           the related Offered Certificates in accordance with
           the PSA Letter, and such Structural Term Sheets comply
           with the requirements of the PSA Letter; and

              (iii) on the date any such Computational Materials
           or Structural Term Sheets with respect to such Offered
           Certificates (or any written or electronic materials
           furnished to prospective investors on which the
           Computational Materials are based) were last furnished
           to each prospective investor and on the date of
           delivery thereof to the Company pursuant to Section
           8(a) and on the related Closing Date, such


                              - 24 -
<PAGE>


           Computational Materials (or such other materials) or
           Structural Term Sheets did not and will not include
           any untrue statement of a material fact or, when read
           in conjunction with the related Prospectus and
           Prospectus Supplement, omit to state a material fact
           required to be stated therein or necessary to make the
           statements therein not misleading.

Notwithstanding the foregoing, the Underwriter makes no
representation or warranty as to whether any Computational
Materials or Structural Term Sheets (or any written or electronic
materials on which the Computational Materials are based)
included or will include any untrue statement resulting directly
from any Mortgage Pool Error (except any Corrected Mortgage Pool
Error, with respect to materials prepared after the receipt by
the Underwriter from the Company of notice of such Corrected
Mortgage Pool Error or materials superseding or correcting such
Corrected Mortgage Pool Error).

           (c) The Underwriter shall cause a firm of public
accountants to furnish to the Company a letter, dated as of the
date on which the Underwriter delivers any Computational
Materials (which term shall be deemed to include, for purposes of
this paragraph (c), calculated statistical information delivered
to prospective investors in the form of a Structural Term Sheet)
to the Company pursuant to Section 8(a), in form and substance
satisfactory to the Company, stating in effect that they have
verified the mathematical accuracy of any calculations performed
by the Underwriter and set forth in such Computational Materials.

           (d) The Underwriter acknowledges and agrees that any
Computational Materials or Structural Term Sheets with respect to
Series 1998-1 and any subsequent Series of Certificates as to
which it acts as Underwriter have been prepared and disseminated
by the Underwriter and not by or on behalf of the Company, and
that such materials included and shall include a disclaimer in
form satisfactory to the Company to the effect that such
materials have been prepared and disseminated by the Underwriter,
and that the content and accuracy of such materials have not been
reviewed by the Company.

           (e) If, at any time when a prospectus relating to the
Offered Certificates of a Series is required to be delivered
under the Act, it shall be necessary to amend or supplement the
related Prospectus as a result of an untrue statement of a
material fact contained in any Computational Materials or
Structural Term Sheets provided by the Underwriter pursuant to
this Section 8 or the omission to state therein a material fact
required, when considered in conjunction with the related
Prospectus and Prospectus Supplement, to be stated therein or
necessary to make the statements therein, when read in
conjunction with the related Prospectus and Prospectus


                              - 25 -
<PAGE>


Supplement, not misleading, or if it shall be necessary to amend
or supplement any Current Report relating to any Computational
Materials or Structural Term Sheets to comply with the Act or the
rules thereunder, the Underwriter promptly will prepare and
furnish to the Company for filing with the Commission an
amendment or supplement which will correct such statement or
omission or an amendment which will effect such compliance. The
Underwriter represents and warrants to the Company, as of the
date of delivery of such amendment or supplement to the Company,
that such amendment or supplement will not include any untrue
statement of a material fact or, when read in conjunction with
the related Prospectus and Prospectus Supplement, omit to state a
material fact required to be stated therein or necessary to make
the statements therein not misleading; provided, however, that
the Underwriter makes no representation or warranty as to whether
any such amendment or supplement will include any untrue
statement resulting directly from any Mortgage Pool Error (except
any Corrected Mortgage Pool Error, with respect to any such
amendment or supplement prepared after the receipt by the
Underwriter from the Company of notice of such Corrected Mortgage
Pool Error or materials superseding or correcting such Corrected
Mortgage Pool Error). The Company shall have no obligation to
file such amendment or supplement if the Company determines that
(i) such amendment or supplement contains any untrue statement of
a material fact or, when read in conjunction with the related
Prospectus and Prospectus Supplement, omits to state a material
fact required to be stated therein or necessary to make the
statements therein not misleading; it being understood, however,
that the Company shall have no obligation to review or pass upon
the accuracy or adequacy of, or to correct, any such amendment or
supplement provided by the Underwriter to the Company pursuant to
this paragraph (e) or (ii) such filing is not required under the
Act.

           9. Collateral Term Sheets. (a) Prior to the delivery
of any "Collateral Term Sheet" within the meaning of the PSA
Letter, the filing of which material is a condition of the relief
granted in such letter (such material being the "Collateral Term
Sheets"), to a prospective investor in any Offered Certificates,
the Underwriter shall, in order to facilitate the timely filing
of such material with the Commission, notify the Company and its
counsel by telephone of its intention to deliver such materials
and the approximate date on which the first such delivery of such
materials is expected to occur. Not later than 10:30 a.m., New
York time, on the business day immediately following the date on
which any Collateral Term Sheet was first delivered to a
prospective investor in such Offered Certificates, the
Underwriter shall deliver to the Company five complete copies of
all materials provided by the Underwriter to prospective
investors in the Offered Certificates that constitute "Collateral
Term Sheets." Each delivery of a Collateral Term Sheet to the
Company pursuant to this paragraph


                              - 26 -
<PAGE>


(a) shall be effected by delivering four copies of such materials
to counsel for the Company on behalf of the Company at the
address specified in Section 3 hereof and one copy of such
materials to the Company. (Collateral Term Sheets and Structural
Term Sheets are, together, referred to herein as "ABS Term
Sheets.") At the time of each such delivery, the Underwriter
shall indicate in writing that the materials being delivered
constitute Collateral Term Sheets, and, if there has been any
prior such delivery with respect to the related Series, shall
indicate whether such materials differ in any material respect
from any Collateral Term Sheets previously delivered to the
Company with respect to such Series pursuant to this Section 9(a)
as a result of the occurrence of a material change in the
characteristics of the related Mortgage Loans.

           (b) The Underwriter represents and warrants to and
agrees with the Company as of the date of the related Terms
Agreement and as of the Closing Date, that:

                     (i) The Collateral Term Sheets furnished to
      the Company pursuant to Section 9(a) constitute all of the
      materials furnished to prospective investors by the
      Underwriter prior to time of delivery thereof to the
      Company that are required to be filed with the Commission
      as "Collateral Term Sheets" with respect to the related
      Offered Certificates in accordance with the PSA Letter, and
      such Collateral Term Sheets comply with the requirements of
      the PSA Letter; and

                    (ii) On the date any such Collateral Term
      Sheets with respect to such Offered Certificates were last
      furnished to each prospective investor and on the date of
      delivery thereof to the Company pursuant to Section 9(a)
      and on the related Closing Date, such Collateral Term
      Sheets did not and will not include any untrue statement of
      a material fact or, when read in conjunction with the
      Prospectus and Prospectus Supplement, omit to state a
      material fact required to be stated therein or necessary to
      make the statements therein not misleading.

Notwithstanding the foregoing, the Underwriter makes no
representation or warranty as to whether any Collateral Term
Sheet included or will include any untrue statement or material
omission resulting directly from any Mortgage Pool Error (except
any Corrected Mortgage Pool Error, with respect to materials
prepared after the receipt by the Underwriter from the Company of
notice of such Corrected Mortgage Pool Error or materials
superseding or correcting such Corrected Mortgage Pool Error).

           (c) The Underwriter acknowledges and agrees that any
Collateral Term Sheets with respect to any Series of Certificates
furnished to prospective investors from and after the date hereof


                              - 27 -
<PAGE>


will have been prepared and disseminated by the Underwriter and
not by or on behalf of the Company, and that such materials shall
include a disclaimer in form satisfactory to the Company to the
effect set forth in Section 8(d) hereof, and to the effect that
the information contained in such materials supersedes the
information contained in any prior Collateral Term Sheet with
respect to such Series of Offered Certificates and will be
superseded by the description of the related Mortgage Loans in
the related Prospectus Supplement and in the Detailed Description
relating to such Prospectus Supplement to be filed under cover of
Form 8-K. The Underwriter agrees that it will not represent to
prospective investors that any Collateral Term Sheets were
prepared or disseminated on behalf of the Company.

           (d) If, at any time when a prospectus relating to the
Offered Certificates of a Series is required to be delivered
under the Act, it shall be necessary to amend or supplement the
related Prospectus as a result of an untrue statement of a
material fact contained in any Collateral Term Sheets provided by
the Underwriter pursuant to this Section 9 or the omission to
state therein a material fact required, when considered in
conjunction with the related Prospectus and Prospectus
Supplement, to be stated therein or necessary to make the
statements therein, when read in conjunction with the related
Prospectus and Prospectus Supplement, not misleading, or if it
shall be necessary to amend or supplement any Current Report
relating to any Collateral Term Sheets to comply with the Act or
the rules thereunder, the Underwriter promptly will prepare and
furnish to the Company for filing with the Commission an
amendment or supplement which will correct such statement or
omission or an amendment which will effect such compliance. The
Underwriter represents and warrants to the Company, as of the
date of delivery of such amendment or supplement to the Company,
that such amendment or supplement will not include any untrue
statement of a material fact or, when read in conjunction with
the related Prospectus and Prospectus Supplement, omit to state a
material fact required to be stated therein or necessary to make
the statements therein not misleading; provided, however, the
Underwriter makes no representation or warranty as to whether any
such amendment or supplement will include any untrue statement
resulting directly from any Mortgage Pool Error (except any
Corrected Mortgage Pool Error, with respect to any such amendment
or supplement prepared after the receipt by the Underwriter from
the Company of notice of such Corrected Mortgage Pool Error or
materials superseding or correcting such Corrected Mortgage Pool
Error). The Company shall have no obligation to file such
amendment or supplement if the Company determines that (i) such
amendment or supplement contains any untrue statement of a
material fact or, when read in conjunction with the related
Prospectus and Prospectus Supplement, omits to state a material
fact required to be stated therein or necessary to make the
statements therein not misleading; it being understood, however,


                              - 28 -
<PAGE>


that the Company shall have no obligation to review or pass upon
the accuracy or adequacy of, or to correct, any such amendment or
supplement provided by the Underwriter to the Company pursuant to
this paragraph (d) or (ii) such filing is not required under the
Act.

           10. Termination. This Agreement (with respect to a
particular Certificate Offering) and the related Terms Agreement
shall be subject to termination in the absolute discretion of the
Underwriter, by notice given to the Company prior to delivery of
and payment for the related Offered Certificates, if prior to the
related Closing Date (i) trading in securities generally on the
New York Stock Exchange shall have been suspended or materially
limited, (ii) a general moratorium on commercial banking
activities in New York shall have been declared by either federal
or New York State authorities, or (iii) there shall have occurred
any outbreak or material escalation of hostilities or other
calamity or crisis the effect of which on the financial markets
of the United States is such as to make it, in the reasonable
judgment of the Underwriter, impracticable to market such Offered
Certificates.

           11. Representations and Indemnities to Survive
Delivery. The agreements, representations, warranties,
indemnities and other statements of the Company or its officers
and of the Underwriter set forth in or made pursuant to this
Agreement and the related Terms Agreement will remain in full
force and effect, regardless of any investigation made by or on
behalf of the Underwriter or the Company or any of the officers,
directors or controlling persons referred to in Section 7 hereof,
and will survive delivery of and payment for the related Offered
Certificates. The provisions of Section 7 hereof shall survive
the termination or cancellation of this Agreement and the related
Terms Agreement.

           12. Successors. This Agreement and the related Terms
Agreement will inure to the benefit of and be binding upon the
parties hereto and thereto and their respective successors and
the officers, directors and controlling persons referred to in
Section 7 hereof, and their successors and assigns, and no other
person will have any right or obligation hereunder or thereunder.
No purchaser of any Offered Certificate from the Underwriter
shall be deemed a successor or assign by reason of such purchase.

           13.  APPLICABLE LAW.  THIS AGREEMENT AND THE RELATED
TERMS AGREEMENT WILL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE
WITH, THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO AGREEMENTS
MADE AND TO BE PERFORMED THEREIN.

           14.  Miscellaneous.  This Agreement, as supplemented by
the related Terms Agreement, supersedes all prior and
contemporaneous agreements and understandings relating to the


                              - 29 -
<PAGE>


subject matter hereof. This Agreement and the related Terms
Agreement or any term of each may not be changed, waived,
discharged or terminated except by an affirmative written
agreement made by the party against whom enforcement of the
change, waiver, discharge or termination is sought. The headings
in this Agreement and the related Terms Agreement are for
purposes of reference only and shall not limit or otherwise
affect the meaning hereof or thereof.

           15.  Notices.  All communications hereunder will be in
writing and effective only on receipt, and, if sent to the
Underwriter, will be delivered to it at the address first above
written; or if sent to the Company, will be delivered to GE
Capital Mortgage Services, Inc., Three Executive Campus, Cherry
Hill, New Jersey  08002, Attention: General Counsel.


                              - 30 -
<PAGE>


           If the foregoing is in accordance with your
understanding of our agreement, please sign and return to the
undersigned a counterpart hereof, whereupon this letter and your
acceptance shall represent a binding agreement between the
Company and the Underwriter.

                               Very truly yours,

                               GE CAPITAL MORTGAGE SERVICES, INC.


                               By:______________________________
                                 Name:
                                 Title:



The foregoing Agreement is
hereby confirmed and accepted
as of the date first above written.


MERRILL LYNCH, PIERCE, FENNER & SMITH
             INCORPORATED


By:_________________________________
   Name:
   Title:


<PAGE>


                                                          EXHIBIT A

                GE CAPITAL MORTGAGE SERVICES, INC.

            REMIC MULTI-CLASS PASS-THROUGH CERTIFICATES
                          SERIES ____-__

                         TERMS AGREEMENT
                   (to Underwriting Agreement,
                      dated January 22, 1998
             between the Company and the Underwriter)


GE Capital Mortgage Services, Inc.               New York, New York
Three Executive Campus                                       [Date]
Cherry Hill, NJ 08002

           Merrill Lynch, Pierce, Fenner & Smith Incorporated
(the "Underwriter") agrees, subject to the terms and provisions
herein and of the captioned Underwriting Agreement (the
"Underwriting Agreement"), to purchase such Classes of Series
____-__ Certificates specified in Section 2(a) hereof (the
"Offered Certificates"). This letter supplements and modifies the
Underwriting Agreement solely as it relates to the purchase and
sale of the Offered Certificates described below. The Series
____-__ Certificates are registered with the Securities and
Exchange Commission by means of an effective Registration
Statement (No. 33-___). Capitalized terms used and not defined
herein have the meanings given them in the Underwriting
Agreement.

           Section 1. The Mortgage Pool: The Series ____-__
Certificates shall evidence the entire beneficial ownership
interest in a mortgage pool (the "Mortgage Pool") of
conventional, fixed rate, fully amortizing one- to four-family
residential mortgage loans (the "Mortgage Loans") having the
following characteristics as of ________ __, ____ (the "Cut-off
Date"):

           (a) Aggregate Principal Amount of the Mortgage Pool:
      $[ ] aggregate principal balance as of the Cutoff Date,
      subject to [an upward or downward variance of up to [ ]%,
      the precise aggregate principal balance to be determined by
      the Company][a permitted variance such that the aggregate
      Scheduled Principal Balance thereof will be not less than
      $[ ] or greater than $[ ]].

           (b)  Original Terms to Maturity:  The original term to
      maturity of each Mortgage Loan included in the Mortgage Pool
      shall be between ___ and ___ years.


                               A-1
<PAGE>


           Section 2. The Certificates:  The Offered
Certificates shall be issued as follows:

           (a) Classes: The Offered Certificates shall be issued
      with the following Class designations, interest rates and
      principal balances, subject in the aggregate to the
      variance referred to in Section 1(a)[and, as to any
      particular Class, to an upward or downward variance of up
      to [ ]%]:


                Principal      Interest           Class Purchase
Class            Balance         Rate            Price Percentage
- -----            -------         ----            ----------------






           (b) The Offered Certificates shall have such other
      characteristics as described in the related Prospectus.

           Section 3. Purchase Price: The Purchase Price for each
Class of the Offered Certificates shall be the Class Purchase
Price Percentage therefor (as set forth in Section 2(a) above) of
the initial Class Certificates Principal Balance thereof plus
accrued interest at the rate of [ ]% per annum from and including
the Cut-off Date up to, but not including, _________ __, ____
(the "Closing Date").

           Section 4. Required Ratings: The Offered
Certificates shall have received Required Ratings of at least
[   ] from [   ].

           Section 5. Tax Treatment: [One or more elections
will be made to treat the assets of the Trust Fund as a REMIC.]
[The Trust Fund will be treated as a "grantor trust" for federal
income tax purposes.]

           [Section 6. Additional Expenses:]*

- --------
* to be inserted if applicable.


                               A-2
<PAGE>


           If the foregoing is in accordance with your
understanding of our agreement, please sign and return to the
undersigned a counterpart hereof, whereupon this letter and your
acceptance shall represent a binding agreement between the
Underwriter and the Company.

                        Very truly yours,


                          MERRILL LYNCH, PIERCE, FENNER & SMITH
                                      INCORPORATED


                          By:__________________________________
                             Name:
                             Title:



The foregoing Agreement is
hereby confirmed and accepted
as of the date first above written.


GE CAPITAL MORTGAGE SERVICES, INC.


By:_______________________________
   Name:
   Title:


                               A-3






                GE CAPITAL MORTGAGE SERVICES, INC.

           REMIC MULTI-CLASS PASS-THROUGH CERTIFICATES
                          SERIES 1998-21

                         TERMS AGREEMENT
                   (to Underwriting Agreement,
                     dated January 22, 1998,
             between the Company and the Underwriter)


GE Capital Mortgage Services, Inc.             New York, New York
Three Executive Campus                          November 20, 1998
Cherry Hill, NJ 08002


           Merrill Lynch, Pierce, Fenner & Smith Incorporated
(the "Underwriter") agrees, subject to the terms and provisions
herein and of the captioned Underwriting Agreement (the
"Underwriting Agreement"), to purchase the Classes of Series
1998-21 Certificates specified in Section 2(a) hereof (the
"Offered Certificates"). This Terms Agreement supplements and
modifies the Underwriting Agreement solely as it relates to the
purchase and sale of the Offered Certificates described below.
The Series 1998-2 Certificates are registered with the Securities
and Exchange Commission by means of an effective Registration
Statement (No. 333-51151). Capitalized terms used and not defined
herein have the meanings given them in the Underwriting
Agreement.

      Section 1. The Mortgage Pool: The Series 1998-21
Certificates shall evidence the entire beneficial ownership
interest in a mortgage pool (the "Mortgage Pool") of
conventional, fixed-rate, first-lien, fully-amortizing, one- to
four-family residential mortgage loans (the "Mortgage Loans")
having the following characteristics as of November 1, 1998 (the
"Cut-off Date"):

      (a) Aggregate Principal Amount of the Mortgage Pool:
$522,102,682 aggregate principal balance as of the Cut-off Date,
subject to a permitted variance such that the aggregate original
Certificate Principal Balance will be not less than $494,791,700
or greater than $546,875,000.

      (b) Original Terms to Maturity: The original term to
maturity of substantially all of the Mortgage Loans included in
the Mortgage Pool shall be between 20 and 30 years.

      Section 2. The Certificates: The Offered Certificates shall
be issued as follows:


<PAGE>


      (a) Classes: The Offered Certificates shall be issued with
the following Class designations, interest rates and principal
balances, subject in the aggregate to the variance referred to in
Section 1(a):

                                       Class
                     Principal        Interest     Purchase Price
      Class           Balance           Rate         Percentage
      -----           -------           ----         ----------
     Class A1      $334,182,000         6.25%         99.64060%
     Class A2           854,000         6.25%         99.64060%
     Class A3        50,066,432         6.25%         99.64060%
     Class A4         1,500,000         6.50%         99.64060%
     Class A5         5,729,387         6.50%         99.64060%
     Class A6         1,583,333          (1)          99.64060%
     Class A7           527,778          (1)          99.64060%
     Class A8         4,854,400         6.00%         99.64060%
     Class A9           263,889         0.00%         99.64060%
     Class A10       11,630,769         6.50%         99.64060%
     Class A11          465,231         0.00%         99.64060%
     Class A12       76,250,000         6.25%         99.64060%
     Class A13       12,757,000         6.25%         99.64060%
     Class R                100         6.25%         99.64060%


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

(1)  Interest will accrue on the Class A6 and Class A7
     Certificates at the respective rates described in the
     Prospectus.

      (b) The Offered Certificates shall have such other
characteristics as described in the related Prospectus.

      Section 3. Purchase Price: The Purchase Price for each
Class of the Offered Certificates shall be the Class Purchase
Price Percentage therefor (as set forth in Section 2(a) above) of
the initial Class Certificate Principal Balance thereof plus
accrued interest at the initial interest rate per annum from and
including the Cut-off Date up to, but not including, November 25,
1998 (the "Closing Date").

      Section 4. Required Ratings: The Offered Certificates,
other than the Class A7, Class A9 and Class A11 Certificates,
shall have received Required Ratings of at least "AAA" from Fitch
IBCA, Inc. ("Fitch") and Standard & Poor's Rating Services, a
division of The McGraw-Hill Companies, Inc. ("S&P"),
respectively. The Class A7, Class A9 and Class A11 Certificates
shall have received Required Ratings of at least "AAA" by Fitch
and "AAAr" by S&P.

      Section 5. Tax Treatment: One or more elections will be
made to treat the assets of the Trust Fund as a REMIC.


                                2
<PAGE>


           If the foregoing is in accordance with your
understanding of our agreement, please sign and return to the
undersigned a counterpart hereof, whereupon this letter and your
acceptance shall represent a binding agreement between the
Underwriter and the Company.

                          Very truly yours,

                          MERRILL LYNCH, PIERCE, FENNER & SMITH
                                       INCORPORATED


                          By:___________________________________
                             Name:
                             Title:


The foregoing Agreement is
hereby confirmed and accepted
as of the date hereof.

GE CAPITAL MORTGAGE SERVICES, INC.


By:_______________________________
   Name:
   Title:






                                                          EXECUTION








                GE CAPITAL MORTGAGE SERVICES, INC.

                    PASS-THROUGH CERTIFICATES
                       (Issuable in Series)

                      UNDERWRITING AGREEMENT


Lehman Brothers Inc.                             New York, New York
American Express Tower                                 May 22, 1996
Three World Financial Center
New York, New York 10285

Ladies and Gentlemen:

           GE Capital Mortgage Services, Inc., a corporation
organized and existing under the laws of the State of New Jersey
(the "Company"), may offer for sale to you (the "Underwriter")
from time to time its Pass-Through Certificates evidencing
interests in pools of mortgage loans (the "Certificates"). The
Certificates may be issued in various series, and within each
series, in one or more classes, in one or more offerings on terms
determined at the time of sale (each such series, a "Series" and
each such class, a "Class"). Each Series of the Certificates will
be issued under a separate Pooling and Servicing Agreement (each,
a "Pooling and Servicing Agreement") to be dated as of the
respective cut-off date (each, a "Cut-off Date") between the
Company, as seller and servicer, and State Street Bank and Trust
Company, as trustee (the "Trustee"). Capitalized terms used but
not defined herein shall have the meanings given to them in the
related Pooling and Servicing Agreement.

           The Certificates issued under each Pooling and
Servicing Agreement will represent the entire beneficial
ownership interest in a trust fund (the "Trust Fund") established
by such Pooling and Servicing Agreement. The assets of each Trust
Fund will consist primarily of a pool of conventional, fixed
rate, first lien, fully amortizing, one- to four-family
residential mortgage loans (the "Mortgage Loans") having the
original terms to maturity specified in the related Terms
Agreement referred to hereinbelow. If so specified in the related
Terms Agreement, one or more elections may be made to treat the
assets of each Trust Fund as a real estate mortgage investment
conduit (each, a "REMIC") for federal income tax purposes.


<PAGE>


           Whenever the Company determines to make an offering of
Certificates (each, a "Certificate Offering") pursuant to this
Agreement through you, it will enter into an agreement with you
(the "Terms Agreement") providing for the sale of specified
Classes of Offered Certificates (as defined below) to, and the
purchase and public offering thereof by, you. Each such
Certificate Offering which the Company elects to make pursuant to
this Agreement shall be governed by this Agreement, as
supplemented by the related Terms Agreement. Each Terms
Agreement, which shall be substantially in the form of Exhibit A
hereto, shall specify, among other things, the Classes of
Certificates to be purchased by the Underwriter (the "Offered
Certificates"), the principal balance or balances of the Offered
Certificates, each subject to any stated variance, and the price
or prices at which such Offered Certificates are to be purchased
by the Underwriter from the Company.

           1.   Representations and Warranties.  (a) The Company
represents and warrants to and agrees with the Underwriter, as of
the date of the related Terms Agreement, that:

                        (i) The registration statement specified
           in the related Terms Agreement, on Form S-3, including
           a prospectus, has been filed with the Securities and
           Exchange Commission (the "Commission") for the
           registration under the Securities Act of 1933, as
           amended (the "Act"), of pass-through certificates
           issuable in series, which registration statement has
           been declared effective by the Commission. Such
           registration statement, as amended to the date of the
           related Terms Agreement, including any documents
           incorporated by reference therein pursuant to Item 12
           of Form S-3 under the Act which were filed under the
           Securities Exchange Act of 1934, as amended (the
           "Exchange Act"), on or before the effective date of
           the Registration Statement, is hereinafter called the
           "Registration Statement", and such prospectus, as such
           prospectus is supplemented by a prospectus supplement
           relating to the Offered Certificates of the related
           Series, each in the form first filed after the date of
           the related Terms Agreement pursuant to Rule 424(b)
           under the Act, including any documents incorporated by
           reference therein pursuant to Item 12 of Form S-3
           under the Act which were filed under the Exchange Act
           on or before the date of such prospectus supplement
           (other than any such incorporated documents that
           relate to Collateral Term Sheets (as defined
           herein))(such prospectus supplement, including such
           incorporated documents (other than those that relate
           to Collateral Term Sheets), in the form first filed
           after the date of the related Terms Agreement pursuant
           to Rule 424(b) is hereinafter called the "Prospectus


                               - 2 -
<PAGE>


           Supplement"), is hereinafter called the "Prospectus". Any 
           reference herein to the terms "amend", "amendment" or
           "supplement" with respect to the Registration
           Statement, the Prospectus or the Prospectus Supplement
           shall be deemed to refer to and include the filing of
           any document under the Exchange Act after the
           effective date of the Registration Statement or the
           issue date of the Prospectus or Prospectus Supplement,
           as the case may be, deemed to be incorporated therein
           by reference pursuant to Item 12 of Form S-3 under the
           Act.

                       (ii) The related Registration Statement,
           at the time it became effective, and the Prospectus
           contained therein, and any amendments thereof and
           supplements thereto filed prior to the date of the
           related Terms Agreement, conformed in all material
           respects to the requirements of the Act and the rules
           and regulations of the Commission thereunder; on the
           date of the related Terms Agreement and on each
           Closing Date (as defined in Section 3 below), the
           related Registration Statement and the related
           Prospectus, and any amendments thereof and supplements
           thereto, will conform in all material respects to the
           requirements of the Act and the rules and regulations
           of the Commission thereunder; such Registration
           Statement, at the time it became effective, did not
           contain any untrue statement of a material fact or
           omit to state a material fact required to be stated
           therein or necessary to make the statements therein
           not misleading; such Prospectus, on the date of any
           filing pursuant to Rule 424(b) and on each Closing
           Date, will not include any untrue statement of a
           material fact or omit to state a material fact
           necessary to make the statements therein, in the light
           of the circumstances under which they are made, not
           misleading; and the Detailed Description referred to
           in such Prospectus, on each Closing Date and the date
           of any filing thereof under cover of Form 8-K, will
           not include any untrue statement of a material fact or
           omit to state any information which such Prospectus
           states will be included in such Detailed Description;
           provided, however, that the Company makes no
           representations or warranties as to the information
           contained in or omitted from (A) such Registration
           Statement or such Prospectus (or any supplement
           thereto) in reliance upon and in conformity with
           written information furnished to the Company by or on
           behalf of the Underwriter specifically for use in the
           preparation thereof or (B) any Current Report (as
           defined in Section 5(b) below), or in any amendment
           thereof or supplement thereto, incorporated by
           reference in such Registration Statement or such


                               - 3 -
<PAGE>


           Prospectus (or any amendment thereof or supplement
           thereto).

                      (iii) The Certificates of the related
           Series will conform to the description thereof
           contained in the related Prospectus; will each, if
           rated at the time of issuance in one of the two
           highest rating categories by a nationally recognized
           statistical rating organization, be when issued a
           "mortgage related security" as such term is defined in
           Section 3(a)(41) of the Exchange Act, and will each on
           the related Closing Date be duly and validly
           authorized, and, when validly executed, countersigned,
           issued and delivered in accordance with the related
           Pooling and Servicing Agreement and sold to you as
           provided herein and in the related Terms Agreement,
           will each be validly issued and outstanding and
           entitled to the benefits of the related Pooling and
           Servicing Agreement.

                       (iv) Neither the issuance nor sale of the
           Certificates of the related Series nor the
           consummation of any other of the transactions herein
           contemplated, nor the fulfillment of the terms hereof
           or of the related Terms Agreement, will conflict with
           any statute, order or regulation applicable to the
           Company of any court, regulatory body, administrative
           agency or governmental body having jurisdiction over
           the Company or with any organizational document of the
           Company or any instrument or any agreement under which
           the Company is bound or to which it is a party.

                        (v) This Agreement and the related Terms
           Agreement have been duly authorized, executed and
           delivered by the Company.

                      (vi) At or prior to the related Closing
           Date, the Company will have entered into the related
           Pooling and Servicing Agreement and, assuming the due
           authorization, execution and delivery thereof by the
           Trustee, such Pooling and Servicing Agreement (on such
           Closing Date) will constitute the valid and binding
           agreement of the Company enforceable in accordance
           with its terms, subject as to enforceability, to
           bankruptcy, insolvency, reorganization or other
           similar laws affecting creditors' rights and to
           general principles of equity (regardless of whether
           the enforceability of such Pooling and Servicing
           Agreement is considered in a proceeding in equity or
           at law).

           2.   Purchase and Sale.  Subject to the execution of
the Terms Agreement for a particular Certificate Offering and


                               - 4 -
<PAGE>


subject to the terms and conditions and in reliance upon the
representations and warranties set forth in this Agreement and
such Terms Agreement, the Company agrees to sell to the
Underwriter, and the Underwriter agrees to purchase from the
Company, all, but not less than all, of the related Offered
Certificates at the purchase price therefor set forth in such
Terms Agreement (the "Purchase Price").

           The parties hereto agree that settlement for all
securities sold pursuant to this Agreement and the applicable
Terms Agreement shall take place on the settlement date agreed
upon at the time of the related transaction and set forth as the
"Closing Date" in such Terms Agreement and not as set forth in
Rule 15c6-1(a) of the Exchange Act.

           3. Delivery and Payment. Delivery of and payment for
the Offered Certificates of a Series shall be made at the offices
of Cleary, Gottlieb, Steen & Hamilton, New York, New York, at
10:00 A.M., New York City time, on the Closing Date specified in
the related Terms Agreement, which date and time may be postponed
by agreement between the Underwriter and the Company (such date
and time being herein called the "Closing Date"). Delivery of
such Offered Certificates shall be made to the Underwriter
against payment by the Underwriter of the Purchase Price thereof
to or upon the order of the Company by wire transfer in federal
or other immediately available funds or by check payable in
federal funds, as the Company shall specify no later than five
full business days prior to such Closing Date. Unless delivery is
made through the facilities of The Depository Trust Company, the
Offered Certificates shall be registered in such names and in
such authorized denominations as the Underwriter may request not
less than two full business days in advance of each Closing Date.

           The Company agrees to notify the Underwriter at least
two business days before each Closing Date of the exact principal
balance evidenced by the Offered Certificates and to have such
Offered Certificates available for inspection, checking and
packaging in New York, New York, no later than 12:00 noon on the
business day prior to such Closing Date.

           4. Offering by the Underwriter. It is understood that
the Underwriter proposes to offer the Offered Certificates of the
related Series for sale to the public as set forth in the related
Prospectus.

           5.   Agreements.  The Company agrees with the
Underwriter that:

                (a) The Company will cause the Prospectus as
      supplemented by a Prospectus Supplement relating to the
      Offered Certificates to be filed pursuant to Rule 424 under
      the Act and will promptly advise the Underwriter when such


                               - 5 -
<PAGE>


      Prospectus as so supplemented has been so filed, and prior
      to the termination of the Certificate Offering to which
      such Prospectus relates also will promptly advise the
      Underwriter (i) when any amendment to the related
      Registration Statement specifically relating to such
      Offered Certificates shall have become effective or any
      further supplement to such Prospectus has been filed, (ii)
      of any request by the Commission for any amendment of such
      Registration Statement or Prospectus or for any additional
      information, (iii) of the issuance by the Commission of any
      stop order suspending the effectiveness of such
      Registration Statement or the institution or threatening of
      any proceeding for that purpose and (iv) of the receipt by
      the Company of any written notification with respect to the
      suspension of the qualification of such Offered
      Certificates for sale in any jurisdiction or the initiation
      or threatening of any proceeding for such purpose. The
      Company will not file any amendment of the related
      Registration Statement or supplement to the related
      Prospectus (other than any amendment or supplement
      specifically relating to one or more Series of pass-through
      certificates other than the Series that includes the
      related Offered Certificates) unless the Company has
      furnished the Underwriter with a copy for its review prior
      to filing. The Company will use its best efforts to prevent
      the issuance of any such stop order and, if issued, to
      obtain as soon as possible the withdrawal thereof.

                (b) The Company will cause any Computational
      Materials and any Structural Term Sheets (each as defined
      in Section 8 below) with respect to the Offered
      Certificates of a Series that are delivered by the
      Underwriter to the Company pursuant to Section 8 to be
      filed with the Commission on a Current Report on Form 8-K
      (each such filing of such materials, a "Current Report")
      pursuant to Rule 13a- 11 under the Exchange Act on the
      business day immediately following the later of (i) the day
      on which such Computational Materials and Structural Term
      Sheets are delivered to counsel for the Company by the
      Underwriter prior to 10:30 a.m. and (ii) the date on which
      this Agreement is executed and delivered. The Company will
      cause one Collateral Term Sheet (as defined in Section 9
      below) with respect to the Offered Certificates of a Series
      that is delivered by the Underwriter to the Company in
      accordance with the provisions of Section 9 to be filed
      with the Commission on a Current Report pursuant to Rule
      13a-11 under the Exchange Act on the business day
      immediately following the day on which such Collateral Term
      Sheet is delivered to counsel for the Company by the
      Underwriter prior to 10:30 a.m. In addition, if at any time
      prior to the availability of the related Prospectus Supplement 
      the Underwriter has delivered to any prospective investor a 


                               - 6 -
<PAGE>


      Collateral Term Sheet that reflects, in the reasonable judgment 
      of the Underwriter and the Company, a material change in the
      characteristics of the Mortgage Loans for the related
      Series from those on which a Collateral Term Sheet with
      respect to the related Series previously filed with the
      Commission was based, the Company will cause any such
      Collateral Term Sheet that is delivered by the Underwriter
      to the Company in accordance with the provisions of Section
      9 to be filed with the Commission on a Current Report on
      the business day immediately following the day on which
      such Collateral Term Sheet is delivered to counsel for the
      Company by the Underwriter prior to 10:30 a.m. In each
      case, the Company will promptly advise the Underwriter when
      such Current Report has been so filed. Each such Current
      Report shall be incorporated by reference in the related
      Prospectus and the related Registration Statement.
      Notwithstanding the five preceding sentences, the Company
      shall have no obligation to file any materials provided by
      the Underwriter pursuant to Sections 8 and 9 which, in the
      reasonable determination of the Company after making
      reasonable efforts to consult with the Underwriter, are not
      required to be filed pursuant to the Kidder Letters or the
      PSA Letter (each as defined in Section 8 below), or which
      contain erroneous information or contain any untrue
      statement of a material fact or, when read in conjunction
      with the Prospectus and Prospectus Supplement, omit to
      state a material fact required to be stated therein or
      necessary to make the statements therein not misleading; it
      being understood, however, that the Company shall have no
      obligation to review or pass upon the accuracy or adequacy
      of, or to correct, any Computational Materials, Structural
      Term Sheets or Collateral Term Sheets provided by the
      Underwriter to the Company pursuant to Section 8 or Section
      9 hereof.

                (c) If, at any time when a prospectus relating to
      the Offered Certificates of a Series is required to be
      delivered under the Act, any event occurs as a result of
      which the related Prospectus as then amended or
      supplemented would include any untrue statement of a
      material fact or omit to state any material fact necessary
      to make the statements therein in light of the
      circumstances under which they were made not misleading, or
      if it shall be necessary at any time to amend or supplement
      the related Prospectus to comply with the Act or the rules
      thereunder, the Company promptly will prepare and file with
      the Commission, subject to paragraph (a) of this Section 5,
      an amendment or supplement which will correct such statement 
      or omission or an amendment which will effect such compliance; 
      provided, however, that the Company will not be required to 
      file any such amendment or supplement with respect to any 
      Computational Materials, Structural Term Sheets or 
      Collateral Term Sheets incorporated by reference in the


                               - 7 -
<PAGE>


      Prospectus other than any amendments or supplements of such
      Computational Materials or Structural Term Sheets that are
      furnished to the Company by the Underwriter pursuant to
      Section 8(e) hereof or any amendments or supplements of
      such Collateral Term Sheets that are furnished to the
      Company by the Underwriter pursuant to Section 9(d) hereof
      which the Company determines to file in accordance
      therewith.

                (d) The Company will furnish to the Underwriter
      and counsel for the Underwriter, without charge, as many
      signed copies of the related Registration Statement
      (including exhibits thereto) and, so long as delivery of a
      prospectus by the Underwriter or dealer may be required by
      the Act, as many copies of the related Prospectus and any
      supplements thereto (other than exhibits to the related
      Current Report) as the Underwriter may reasonably request.

                (e) The Company will furnish such information,
      execute such instruments and take such actions as may be
      reasonably requested by the Underwriter to qualify the
      Offered Certificates of a Series for sale under the laws of
      such jurisdictions as the Underwriter may designate, to
      maintain such qualifications in effect so long as required
      for the distribution of such Offered Certificates and to
      determine the legality of such Offered Certificates for
      purchase by institutional investors; provided, however,
      that the Company shall not be required to qualify to do
      business in any jurisdiction where it is not qualified on
      the date of the related Terms Agreement or to take any
      action which would subject it to general or unlimited
      service of process in any jurisdiction in which it is not,
      on the date of the related Terms Agreement, subject to such
      service of process.

                (f) So long as the Offered Certificates of a
      Series are outstanding, the Company will furnish to the
      Underwriter copies of the annual independent public
      accountants' servicing report furnished to the Trustee
      pursuant to Section 3.13 of the related Pooling and
      Servicing Agreement.

                (g) Whether or not the transactions contemplated
      hereby and by the related Terms Agreement shall be
      consummated, the Company shall be responsible for the
      payment of any costs and expenses for which details are
      submitted, in connection with the performance of its
      obligations under this Agreement and the related Terms
      Agreement, including, without limitation, (a) the cost and
      expenses of printing or otherwise reproducing the related
      Registration Statement or Prospectus, this Agreement, the
      related Terms Agreement, the related Pooling and Servicing
      Agreement and the Offered Certificates, and (b) the cost of
      delivering the related Offered Certificates to the office of


                               - 8 -
<PAGE>


      the Underwriter, insured to the satisfaction of the
      Underwriter (it being understood that, except as provided
      in this paragraph (f) and in Section 7 hereof, the
      Underwriter will pay all its own costs and expenses,
      including the fees of Brown & Wood, counsel for the
      Underwriter, transfer taxes on resale of any Offered
      Certificates by it, advertising expenses connected with any
      offers that it may make, the fees of KPMG Peat Marwick LLP
      with respect to its letters furnished pursuant to Section
      6(i) of this Agreement and any letter furnished pursuant to
      the last sentence of Section 6(h) hereof, the fees of any
      firm of public accountants selected by the Underwriter with
      respect to their letter furnished pursuant to Section 8(c)
      of this Agreement, any other costs and expenses specified
      in the related Terms Agreement as "Additional Expenses",
      and all expenses (e.g., shipping, postage and courier
      costs) associated with the delivery of the related
      Prospectus to prospective investors and investors, other
      than the costs of delivery to the Underwriter's facilities,
      provided, that if courier services (other than overnight
      delivery services utilized in the ordinary course of
      business) are required to ensure that such Prospectus is
      delivered to investors on the day immediately preceding the
      related Closing Date, the Company will pay such courier
      expenses).

           6. Conditions to the Obligations of the Underwriter.
The obligations of the Underwriter to purchase the Offered
Certificates of any Series shall be subject to the accuracy in
all material respects of the representations and warranties on
the part of the Company contained in this Agreement, as
supplemented by the related Terms Agreement, as of the respective
dates thereof and the related Closing Date, to the accuracy of
the statements of the Company made in any applicable officers'
certificates pursuant to the provisions hereof, to the
performance by the Company of its obligations under this
Agreement and such Terms Agreement and to the following
additional conditions applicable to the related Certificate
Offering:

                (a) No stop order suspending the effectiveness of
      the related Registration Statement shall have been issued
      and no proceedings for that purpose shall have been
      instituted or threatened.

                (b) Cleary, Gottlieb, Steen & Hamilton, counsel
      for the Company, shall have furnished to the Underwriter an
      opinion, dated the related Closing Date, to the effect
      that:

                        (i) this Agreement and the related Terms
           Agreement have been duly executed and delivered by the
           Company under the law of the State of New York;


                               - 9 -
<PAGE>


                       (ii) the related Pooling and Servicing
           Agreement has been duly executed and delivered by the
           Company under the law of the State of New York and is
           a legal, valid and binding agreement of the Company
           enforceable against the Company in accordance with its
           terms;

                      (iii) the Offered Certificates, when duly
           executed and countersigned by the Trustee in
           accordance with the related Pooling and Servicing
           Agreement, will be validly issued and outstanding and
           entitled to the benefits of such Pooling and Servicing
           Agreement;

                       (iv) the related Pooling and Servicing
           Agreement is not required to be qualified under the
           Trust Indenture Act of 1939, as amended, and the trust
           created thereunder is not required to be registered
           under the Investment Company Act of 1940, as amended;

                        (v) such counsel confirms that (based
           solely upon telephone confirmation from a
           representative of the Commission) the related
           Registration Statement is effective under the Act and,
           to the best of such counsel's knowledge, no stop order
           with respect thereto has been issued, and no
           proceeding for that purpose has been instituted or
           threatened by the Commission; such Registration
           Statement (except the financial statements and
           schedules and other financial and statistical data
           included therein and the documents incorporated by
           reference therein, as to which such counsel need
           express no view), at the time it became effective and
           the related Prospectus (except the financial
           statements and schedules and the other financial and
           statistical data included therein, the documents
           incorporated by reference therein and the information
           included in the second sentence of the antepenultimate
           paragraph, the first sentence of the penultimate
           paragraph, and the last paragraph of the cover page of
           such Prospectus Supplement and in the second and
           fourth sentences of the first paragraph under the
           heading "Plan of Distribution" therein, as to which
           such counsel need express no view), as of the date of
           the Prospectus Supplement appeared on their face to be
           appropriately responsive in all material respects to
           the requirements of the Act and the rules and
           regulations thereunder; and no information has come to
           the attention of such counsel that causes it to
           believe that (A) such Registration Statement (except
           the financial statements and schedules and the other
           financial and statistical data included therein and
           the documents incorporated by reference therein, as to
           which such counsel need express no view) at the time it


                              - 10 -
<PAGE>


           became effective, contained an untrue statement of a
           material fact or omitted to state a material fact
           required to be stated therein or necessary to make the
           statements therein not misleading or (B) such
           Prospectus or any amendment or supplement thereto
           (except the financial statements and schedules and the
           other financial and statistical data included therein,
           the documents incorporated by reference therein and
           the information included in the second sentence of the
           antepenultimate paragraph, the first sentence of the
           penultimate paragraph, and the last paragraph of the
           cover page of such Prospectus Supplement and in the
           second and fourth sentences of the first paragraph
           under the heading "Plan of Distribution" therein, as
           to which such counsel need express no view), as of the
           date of the Prospectus Supplement, or at the related
           Closing Date, contained or contains an untrue
           statement of a material fact or omitted or omits to
           state a material fact necessary in order to make the
           statements therein, in the light of the circumstances
           under which they were made, not misleading;

                       (vi) the statements set forth under the
           heading "Description of the Certificates" in the
           related Prospectus, insofar as such statements purport
           to summarize certain provisions of the related Pooling
           and Servicing Agreement and the related Offered
           Certificates, provide a fair summary of such
           provisions;

                      (vii) the statements set forth in the
           related Prospectus under the headings "Certain Legal
           Aspects of the Mortgage Loans and Contracts -- The
           Mortgage Loans", "Certain Federal Income Tax
           Consequences" (insofar as they relate specifically to
           the purchase, ownership and disposition of the related
           Offered Certificates) and "ERISA Considerations"
           (insofar as they relate specifically to the purchase,
           ownership and disposition of such Offered
           Certificates), to the extent that they constitute
           matters of law or legal conclusions, provide a fair
           summary of such law or conclusions;

                     (viii) assuming compliance with all
           provisions of the related Pooling and Servicing
           Agreement, for federal income tax purposes, (A) if any
           election is made to treat the assets of the Trust Fund
           as a REMIC: the related Trust Fund (and any specified
           subgrouping therein) will qualify as a REMIC pursuant
           to Section 860D of the Internal Revenue Code of 1986,
           as amended (the "Code"), each Class of Certificates of
           the related Series, other than the related Residual


                              - 11 -
<PAGE>


           Class or Classes, will constitute a class of "regular
           interests" in the related REMIC within the meaning of
           the Code, and each Class of such Certificates
           specified in the related Prospectus as a Class of
           Residual Certificates will constitute the "residual
           interest" in the related REMIC within the meaning of
           the Code; (B) if no such REMIC election is made: the
           Trust Fund will be treated as a "grantor trust"; and

                       (ix) assuming that some or all of the
           Offered Certificates of the related Series shall be
           rated at the time of issuance in one of the two
           highest rating categories by a nationally recognized
           statistical rating organization, each Offered
           Certificate so rated will be at the time of issuance,
           a "mortgage related security" as such term is defined
           in Section 3(a)(41) of the Exchange Act.

      Such opinion may express its reliance as to factual matters
      on the representations and warranties made by, and on
      certificates or other documents furnished by, officers of
      the parties to this Agreement, the related Terms Agreement
      or the related Pooling and Servicing Agreement. Such
      opinion may assume the due authorization, execution and
      delivery of the instruments and documents referred to
      therein by the parties thereto other than the Company. Such
      opinion may be qualified, insofar as it concerns the
      enforceability of the documents referred to therein, to the
      extent that such enforceability may be limited by
      bankruptcy, insolvency, reorganization or other similar
      laws affecting the enforcement of creditors' rights in
      general and by general equity principles (regardless of
      whether such enforcement is considered in a proceeding in
      equity or at law). Such opinion may be further qualified as
      expressing no opinion as to (x) the statements in the
      related Prospectus under the heading "Certain Legal Aspects
      of the Mortgage Loans and Contracts -- The Mortgage Loans"
      except insofar as such statements relate to the laws of the
      State of New York and the laws of the United States, and
      (y) the statements in such Prospectus under the headings
      "ERISA Considerations" and "Certain Federal Income Tax
      Consequences" except insofar as such statements relate to
      the laws of the United States. In addition, such opinion
      may be qualified as an opinion only on the law of the State
      of New York and the federal law of the United States of
      America.

                (c) The General Counsel for the Company shall
      have furnished to the Underwriter an opinion, dated the
      related Closing Date, to the effect that:


                              - 12 -
<PAGE>


                        (i) The Company has been duly
           incorporated and is validly existing as a corporation
           in good standing under the laws of the State of New
           Jersey, with corporate power to own its properties, to
           conduct its business as described in the related
           Prospectus and to enter into and perform its
           obligations under this Agreement, the related Terms
           Agreement, the related Pooling and Servicing Agreement
           and the Certificates of the related Series;

                       (ii) The Company has full power and
           authority to sell and service the related Mortgage
           Loans as contemplated herein and in the related
           Pooling and Servicing Agreement;

                      (iii) No consent, approval, authorization
           or order of any court or governmental agency or body
           is required for the consummation by the Company of the
           transactions contemplated herein or in the related
           Pooling and Servicing Agreement, except such as may be
           required under the blue sky laws of any jurisdiction
           and such other approvals as have been obtained;

                       (iv) Neither the issuance of the
           Certificates of the related Series nor delivery of the
           related Offered Certificates, nor the consummation of
           any other of the transactions contemplated in this
           Agreement, the related Terms Agreement or the related
           Pooling and Servicing Agreement, nor the fulfillment
           of the terms of the related Certificates, the related
           Pooling and Servicing Agreement, this Agreement or the
           related Terms Agreement will conflict with or violate
           any term or provision of the articles of incorporation
           or by-laws of the Company or any statute, order or
           regulation applicable to the Company of any court,
           regulatory body, administrative agency or governmental
           body having jurisdiction over the Company and will not
           conflict with, result in a breach or violation or the
           acceleration of or constitute a default under the
           terms of any indenture or other agreement or
           instrument known to such counsel to which the Company
           is a party or by which it is bound; and

                        (v) There are no actions, proceedings or
           investigations pending or, to the best knowledge of
           such counsel, threatened before any court,
           administrative agency or other tribunal (i) asserting
           the invalidity of this Agreement, the related Terms
           Agreement, the related Pooling and Servicing Agreement
           or the related Certificates, (ii) seeking to prevent
           the issuance of the Certificates of the related Series
           or the consummation by the Company of any of the


                              - 13 -
<PAGE>


           transactions contemplated by this Agreement, such
           Terms Agreement or such Pooling and Servicing
           Agreement, or (iii) which might materially and
           adversely affect the performance by the Company of its
           obligations under, or the validity or enforceability
           of, this Agreement, such Terms Agreement, such Pooling
           and Servicing Agreement or the related Certificates.

      In rendering her opinion such counsel may rely as to
      matters of fact, to the extent deemed proper and as stated
      therein, on certificates of responsible officers of the
      Company or public officials. In addition, such opinion may
      be qualified as an opinion only on the laws of the State of
      New Jersey.

                (d) The Underwriter shall have received from
      Brown & Wood, counsel for the Underwriter, such opinion or
      opinions, dated the related Closing Date, with respect to
      the issuance and sale of the Certificates of the related
      Series, the related Registration Statement, the related
      Prospectus and such other related matters as the
      Underwriter may reasonably require, and the Company shall
      have furnished to such counsel such documents as the
      Underwriter may reasonably request for the purpose of
      enabling them to pass upon such matters.

                (e) The Company shall have furnished to the
      Underwriter a certificate of the Company, signed by the
      President or any Vice President and the Senior Vice
      President-Finance or the principal financial or accounting
      officer of the Company, dated the related Closing Date, to
      the effect that the signers of such certificate have
      carefully examined the related Registration Statement
      (excluding any Current Reports and any other documents
      incorporated by reference therein), the related Prospectus,
      the Detailed Description referred to in such Prospectus
      (excluding any related Current Report), this Agreement and
      the related Terms Agreement and that:

                        (i) the representations and warranties of
           the Company in this Agreement are true and correct in
           all material respects on and as of the related Closing
           Date with the same effect as if made on such Closing
           Date, and the Company has complied with all the
           agreements and satisfied all the conditions on its
           part to be performed or satisfied at or prior to such
           Closing Date;

                       (ii) no stop order suspending the
           effectiveness of such Registration Statement has been
           issued and no proceedings for that purpose have been
           instituted or, to their knowledge, threatened; and


                              - 14 -
<PAGE>


                      (iii) nothing has come to their attention
           that would lead them to believe that such Registration
           Statement (excluding any Current Report) contains any
           untrue statement of a material fact or omits to state
           any material fact required to be stated therein or
           necessary to make the statements therein not
           misleading, that the related Prospectus (excluding any
           related Current Report) contains any untrue statement
           of a material fact or omits to state a material fact
           required to be stated therein or necessary to make the
           statements therein, in the light of the circumstances
           under which they were made, not misleading, or that
           the Detailed Description referred to in such
           Prospectus includes any untrue statement of a material
           fact or omits to state any information which the
           Prospectus states will be included in such Detailed
           Description.

                (f) Peabody & Arnold, counsel for the Trustee,
      shall have furnished to the Underwriter an opinion, dated
      the related Closing Date, to the effect that:

                        (i) the Trustee has been duly
           incorporated and is validly existing as a corporation
           in good standing under the laws of the Commonwealth of
           Massachusetts with corporate power to own its
           properties and conduct its business as presently
           conducted by it, to conduct business as a trustee and
           to enter into and perform its obligations under the
           related Pooling and Servicing Agreement;

                       (ii) the related Pooling and Servicing
           Agreement has been duly authorized, executed and
           delivered by the Trustee and constitutes the legal,
           valid and binding agreement of the Trustee enforceable
           against the Trustee in accordance with its terms,
           subject to bankruptcy, insolvency, fraudulent
           conveyance, reorganization or other similar laws
           affecting the enforcement of creditors' rights
           generally and to judicial discretion, and general
           principles of equity (regardless of whether
           enforcement is sought in a proceeding in equity or at
           law);

                      (iii)    the Trustee has duly accepted its
           appointment as trustee under the related Pooling and
           Servicing Agreement;

                       (iv) no consent, approval, authorization
           or order of any Massachusetts or federal court or
           government agency or body is required on the part of
           the Trustee for the consummation of the transactions
           contemplated in the related Pooling and Servicing


                              - 15 -
<PAGE>


           Agreement, except such as may be required under any
           federal or state securities law; and

                        (v) the performance on the part of the
           Trustee of any of the transactions contemplated in the
           related Pooling and Servicing Agreement does not
           conflict with or result in a breach or violation of
           any term or provision of, or constitute a default
           under, the Articles of Organization, as amended, or
           By-Laws of the Trustee, or any Massachusetts or
           federal statute or regulation applicable to the
           Trustee, or to such counsel's knowledge, any indenture
           or other agreement or instrument to which the Trustee
           is a party or by which it is bound, or, to such
           counsel's knowledge, any order of any state or federal
           court, regulatory body, administrative agency or
           governmental body having jurisdiction over the
           Trustee.

      In addition, such counsel shall furnish to the Underwriter
      such opinions as to the treatment of the Trust Fund for
      purposes of Massachusetts tax law as are reasonably
      satisfactory to the Underwriter.

                (g) KPMG Peat Marwick LLP shall have furnished to
      the Underwriter a letter, dated as of the date of the
      related Terms Agreement, in form and substance satisfactory
      to the Underwriter, stating in effect that they have
      performed certain specified procedures as a result of which
      they have determined that such information as the
      Underwriter may reasonably request of an accounting,
      financial or statistical nature (which is limited to
      accounting, financial or statistical information derived
      from the general accounting records of the Company) set
      forth in the related Prospectus Supplement under the
      caption "Delinquency and Foreclosure Experience of the
      Company" agrees with the accounting records of the Company,
      excluding any questions of legal interpretation.

                (h) KPMG Peat Marwick LLP shall have furnished to
      the Underwriter a letter, dated as of the related Closing
      Date, in form and substance satisfactory to the
      Underwriter, stating in effect that they have performed
      certain specified procedures as a result of which they have
      determined that such information as the Underwriter may
      reasonably request of an accounting, financial or statistical
      nature (which is limited to accounting, financial or statistical 
      information derived from the general accounting records of the
      Company and which is obtained from an analysis of a sample of 
      the Mortgage Loans included in the related pool) set forth in
      the related Prospectus Supplement under the caption 
      "Description of the Mortgage Pool and the Mortgaged Proper-
      ties" or "Description of the Mortgage Pools and the


                              - 16 -
<PAGE>


      Mortgaged Properties", as the case may be, and in the
      Detailed Description relating to such Prospectus Supplement
      is mutually consistent and agrees with the accounting
      records of the Company and, where applicable, the related
      Mortgage Loan files of the Company, excluding any questions
      of legal interpretation. In addition, if applicable, such
      accountants shall have furnished to the Underwriter a
      letter, dated as of the related Closing Date, which shall
      include a statement or statements to the effect that based
      upon the assumptions and methodology agreed to by the
      Company (and which is consistent with the manner in which
      any final PAC Balances, TAC Balances, Scheduled Balances,
      Maximum and Minimum Scheduled Balances or any other
      scheduled balances are to be calculated as set forth in the
      related Prospectus), all of which shall be described by
      reference in such letter, such accountants shall have
      verified the mathematical accuracy of any final PAC
      Balances Table, TAC Balances Table, Scheduled Balances
      Table, Maximum or Minimum Scheduled Balances Table or other
      scheduled balances table attached as an exhibit to the
      related Pooling and Servicing Agreement.

                (i) KPMG Peat Marwick LLP shall have furnished to
      the Underwriter and the Company a letter or letters, dated
      as of the date of the related Terms Agreement, in form and
      substance satisfactory to the Underwriter and the Company,
      including, without limitation, statements, if applicable,
      to the effect that:

                      (i) based upon the assumptions and
           methodology set forth in the related Prospectus, all
           of which shall be described by reference in such
           letter, they recomputed the percentages of initial
           principal balance outstanding as of each of the
           Distribution Dates (as defined in such Prospectus)
           indicated and the weighted average lives of each Class
           of Offered Certificates at each of the indicated
           percentages of the applicable Prepayment Assumption,
           and they compared the recomputed percentages and
           weighted average lives to the corresponding
           percentages and weighted average lives set forth in
           the related tables and found them to be in agreement;

                     (ii) based upon the assumptions and
           methodology set forth in such Prospectus, all of which
           shall be described by reference in such letter, they
           have verified the mathematical accuracy of any
           Scheduled Final Distribution Dates for the Offered
           Certificates, PAC Balances, TAC Balances, Scheduled
           Balances, Maximum and Minimum Scheduled Balances or
           any other scheduled balances set forth in such
           Prospectus for each indicated Distribution Date, and
           have verified


                              - 17 -
<PAGE>


           the mathematical accuracy of any initial Effective
           Ranges of any PAC Certificates, Scheduled Certificates
           or other scheduled Certificates set forth in such
           Prospectus; and

                    (iii) based upon the assumptions and
           methodology set forth in such Prospectus, all of which
           shall be described by reference in such letter, they
           have verified the mathematical accuracy of the pre-tax
           yields to maturity and, if applicable, aggregate cash
           flows of any Class of Certificates for which such
           pre-tax yields and, if applicable, aggregate cash
           flows are set forth in such Prospectus at the
           indicated percentages of the Prepayment Assumption
           and, if applicable, at the indicated values of COFI,
           LIBOR or any other index, as applicable.

                (j) The Offered Certificates of the related
      Series shall have received the ratings specified in the
      related Terms Agreement (the "Required Ratings").

                (k) Prior to the related Closing Date, the
      Company shall have furnished to the Underwriter such
      further information, certificates and documents as the
      Underwriter may reasonably request.

                (l) If any Certificates of the related Series are
      to be sold to any other underwriter and/or offered in
      reliance upon an exemption from the registration
      requirements of the Act, the sale at or prior to the
      related Closing Date of such Certificates to the purchaser
      thereof shall have occurred.

                (m) Subsequent to the date of the related Terms
      Agreement, there shall not have been any change, or any
      development involving a prospective change, in or affecting
      the business or properties of the Company which the
      Underwriter concludes in its judgment, after consultation
      with the Company, materially impairs the investment quality
      of the Offered Certificates of the related Series so as to
      make it impractical or inadvisable to proceed with the
      public offering or the delivery of such Offered
      Certificates as contemplated by the related Prospectus.

           If any of the conditions specified in this Section 6
shall not have been fulfilled in all material respects with
respect to the particular Offered Certificates of a Series when
and as provided in this Agreement and the related Terms
Agreement, or if any of the opinions and certificates mentioned
above or elsewhere in this Agreement and the related Terms
Agreement shall not be in all material respects reasonably
satisfactory in form and substance to the Underwriter and its


                              - 18 -
<PAGE>


counsel, this Agreement (with respect to the related Offered
Certificates) and the related Terms Agreement and all obligations
of the Underwriter hereunder (with respect to the related Offered
Certificates) and thereunder may be canceled at, or at any time
prior to, the related Closing Date by the Underwriter. Notice of
such cancellation shall be given to the Company in writing, or by
telephone or telegraph confirmed in writing.

           7. Indemnification and Contribution. (a) The Company
agrees to indemnify and hold harmless the Underwriter and each
person who controls the Underwriter within the meaning of the Act
or the Exchange Act against any and all losses, claims, damages
or liabilities, joint or several, to which they or any of them
may become subject under the Act, the Exchange Act, or other
Federal or state statutory law or regulation, at common law or
otherwise, insofar as such losses, claims, damages or liabilities
(or actions in respect thereof) arise out of or are based upon
any untrue statement or alleged untrue statement of a material
fact contained in the Registration Statement relating to the
Offered Certificates of the applicable Series as it became
effective or in any amendment or supplement thereof, or in such
Registration Statement or the related Prospectus, or in any
amendment thereof, or in the Detailed Description referred to in
such Prospectus or arise out of or are based upon the omission or
alleged omission (in the case of any Computational Materials or
ABS Term Sheets (in each case, as defined herein) in respect of
which the Company agrees to indemnify the Underwriter, as set
forth below, when such are read in conjunction with the related
Prospectus and Prospectus Supplement) to state therein a material
fact required to be stated therein or necessary to make the
statements therein not misleading, and agrees to reimburse each
such indemnified party for any legal or other expenses reasonably
incurred by them in connection with investigating or defending
any such loss, claim, damage, liability or action; provided,
however, that (i) the Company will not be liable in any such case
to the extent that any such loss, claim, damage or liability
arises out of or is based upon any such untrue statement or
alleged untrue statement or omission or alleged omission made
therein (A) in reliance upon and in conformity with written
information furnished to the Company as herein stated by or on
behalf of the Underwriter specifically for use in connection with
the preparation thereof or (B) in any Current Report or any
amendment or supplement thereof, except to the extent that any
untrue statement or alleged untrue statement therein or omission
therefrom results (or is alleged to have resulted) directly from
an error (a "Mortgage Pool Error") in the information concerning
the characteristics of the Mortgage Loans furnished by the
Company to the Underwriter in writing or by electronic
transmission that was used in the preparation of either (x) any
Computational Materials or ABS Term Sheets (or amendments or
supplements thereof) included in such Current Report (or
amendment or supplement thereof) or (y) any written or electronic


                              - 19 -
<PAGE>


materials furnished to prospective investors on which the
Computational Materials (or amendments or supplements) were
based, (ii) such indemnity with respect to any Corrected
Statement (as defined below) in such Prospectus (or supplement
thereto) shall not inure to the benefit of the Underwriter (or
any person controlling the Underwriter) from whom the person
asserting any loss, claim, damage or liability purchased the
Certificates of the related Series that are the subject thereof
if such person did not receive a copy of a supplement to such
Prospectus at or prior to the confirmation of the sale of such
Certificates and the untrue statement or omission of a material
fact contained in such Prospectus (or supplement thereto) was
corrected (a "Corrected Statement") in such other supplement and
such supplement was furnished by the Company to the Underwriter
prior to the delivery of such confirmation, and (iii) such
indemnity with respect to any Mortgage Pool Error shall not inure
to the benefit of the Underwriter (or any person controlling the
Underwriter) from whom the person asserting any loss, claim,
damage or liability received any Computational Materials (or any
written or electronic materials on which the Computational
Materials are based) or ABS Term Sheets that were prepared on the
basis of such Mortgage Pool Error, if, prior to the time of
confirmation of the sale of the applicable Certificates to such
person, the Company notified the Underwriter in writing of the
Mortgage Pool Error or provided in written or electronic form
information superseding or correcting such Mortgage Pool Error
(in any such case, a "Corrected Mortgage Pool Error"), and the
Underwriter failed to notify such person thereof or to deliver to
such person corrected Computational Materials (or underlying
written or electronic materials) or ABS Term Sheets. This
indemnity agreement will be in addition to any liability which
the Company may otherwise have.

           (b) The Underwriter agrees to indemnify and hold
harmless the Company, each of its directors, each of its officers
who signs the Registration Statement relating to the Offered
Certificates of the applicable Series, and each person who
controls the Company within the meaning of the Act or the
Exchange Act to the same extent as the foregoing indemnities from
the Company to the Underwriter, but only with reference to (A)
written information furnished to the Company by or on behalf of
the Underwriter specifically for use in the preparation of the
documents referred to in the foregoing indemnity with respect to
the related Series, or (B) any Computational Materials or ABS
Term Sheets (or amendments or supplements thereof) furnished to
the Company by the Underwriter pursuant to Section 8 or Section 9
and incorporated by reference in such Registration Statement or
the related Prospectus or any amendment or supplement thereof
(except that no such indemnity shall be available for any losses,
claims, damages or liabilities, or actions in respect thereof,
resulting from any Mortgage Pool Error, other than a Corrected
Mortgage Pool Error). This indemnity agreement will be in


                              - 20 -
<PAGE>


addition to any liability which the Underwriter may otherwise
have. The Company acknowledges that the statements set forth in
the second sentence of the ante-penultimate paragraph, the first
sentence of the penultimate paragraph, and in the last paragraph
appearing on the cover page of the related Prospectus Supplement
as such statements relate to such Offered Certificates and the
second sentence of the first paragraph under the heading "Plan of
Distribution" in such Prospectus Supplement as such statements
relate to such Offered Certificates constitute the only
information furnished in writing by or on behalf of the
Underwriter for inclusion in the related Prospectus (other than
any Computational Materials or ABS Term Sheets (or amendments or
supplements thereof) furnished to the Company by the
Underwriter), and the Underwriter confirms that such statements
are correct.

           (c) Promptly after receipt by an indemnified party
under Section 7 of notice of the commencement of any action, such
indemnified party will, if a claim in respect thereof is to be
made against the indemnifying party under this Section 7, notify
the indemnifying party in writing of the commencement thereof;
but the omission so to notify the indemnifying party will not
relieve it from any liability which it may have to any
indemnified party otherwise than under this Section 7. In case
any such action is brought against any indemnified party, and it
notifies the indemnifying party of the commencement thereof, the
indemnifying party will be entitled to participate therein, and
to the extent that it may elect by written notice delivered to
the indemnified party promptly after receiving the aforesaid
notice from such indemnified party, to assume the defense
thereof, with counsel satisfactory to such indemnified party;
provided, however, that if the defendants in any such action
include both the indemnified party and the indemnifying party and
the indemnified party shall have reasonably concluded that there
may be legal defenses available to it and/or other indemnified
parties which are different from or additional to those available
to the indemnifying party, the indemnified party or parties shall
have the right to select separate counsel to assert such legal
defenses and to otherwise participate in the defense of such
action on behalf of such indemnified party or parties. Upon
receipt of notice from the indemnifying party to such indemnified
party of its election so to assume the defense of such action and
approval by the indemnified party of counsel, the indemnifying
party will not be liable to such indemnified party under this
Section 7 for any legal or other expenses subsequently incurred
by such indemnified party in connection with the defense thereof
unless (i) the indemnified party shall have employed separate
counsel in connection with the assertion of legal defenses in
accordance with the proviso to the next preceding sentence (it
being understood, however, that the indemnifying party shall not
be liable for the expenses of more than one separate counsel
approved by the indemnified party in the case of subparagraph (a)


                              - 21 -
<PAGE>


or (b), representing the indemnified parties under subparagraph
(a) or (b), who are parties to such action), (ii) the
indemnifying party shall not have employed counsel satisfactory
to the indemnified party to represent the indemnified party
within a reasonable time after notice of commencement of the
action or (iii) the indemnifying party has authorized the
employment of counsel for the indemnified party at the expense of
the indemnifying party; and except that, if clause (i) or (iii)
is applicable, such liability shall be only in respect of the
counsel referred to in such clause (i) or (iii).

           (d) If the indemnification provided for in paragraph
(a) or (b) of this Section 7 is due in accordance with its terms
but is for any reason held by a court to be unavailable from the
Company or the Underwriter, on grounds of policy or otherwise, or
if the indemnified party failed to give notice under paragraph
(c) of this Section 7 in respect of a claim otherwise subject to
indemnification in accordance with paragraph (a) or (b) of this
Section 7, the Company and the Underwriter shall contribute to
the aggregate losses, claims, damages and liabilities (including
legal and other expenses reasonably incurred in connection with
investigating or defending same) to which the Company and the
Underwriter may be subject, as follows:

           (i) in the case of any losses, claims, damages and
      liabilities (or actions in respect thereof) which do not
      arise out of or are not based upon any untrue statement or
      omission of a material fact in any Computational Materials
      or ABS Term Sheets (or any amendments or supplements
      thereof), in such proportion so that the Underwriter is
      responsible for that portion represented by the difference
      between the proceeds to the Company in respect of the
      Offered Certificates appearing on the cover page of the
      Prospectus Supplement for the related Series and the total
      proceeds received by the Underwriter from the sale of such
      Offered Certificates (the "Underwriting Discount"), and the
      Company is responsible for the balance; provided, however,
      that in no case shall the Underwriter be responsible under
      this subparagraph (i) for any amount in excess of such
      Underwriting Discount applicable to the Offered
      Certificates purchased by the Underwriter pursuant to this
      Agreement and the related Terms Agreement; and

          (ii) in the case of any losses, claims, damages and
      liabilities (or actions in respect thereof) which arise out
      of or are based upon any untrue statement or omission of a
      material fact in any Computational Materials or ABS Term
      Sheets (or any amendments or supplements thereof) or in any
      written or electronic materials distributed to prospective
      investors on which the Computational Materials are based,
      in such proportion as is appropriate to reflect the relative
      fault of the Company on the one hand and the Underwriter on


                              - 22 -
<PAGE>


      the other in connection with the statements or omissions
      which resulted in such losses, claims, damages or
      liabilities (or actions in respect thereof) as well as any
      other relevant equitable considerations. The relative fault
      shall be determined by reference to, among other things,
      whether the untrue or alleged untrue statement of a
      material fact or the omission or alleged omission to state
      a material fact in such Computational Materials or ABS Term
      Sheets (or any amendments or supplements thereof or such
      written or electronic materials) results from information
      prepared by the Company on the one hand or the Underwriter
      on the other and the parties' relative intent, knowledge,
      access to information and opportunity to correct or prevent
      such statement or omission.

Notwithstanding anything to the contrary in this Section 7(d), no
person guilty of fraudulent misrepresentation (within the meaning
of Section 11(f) of the Act) shall be entitled to contribution
from any person who was not guilty of such fraudulent
misrepresentation. For purposes of this Section 7, each person
who controls the Underwriter within the meaning of either the Act
or the Exchange Act shall have the same rights to contribution as
the Underwriter, and each person who controls the Company within
the meaning of either the Act or the Exchange Act, each officer
of the Company who shall have signed the Registration Statement
and each director of the Company shall have the same rights to
contribution as the Company, subject in each case to the
immediately preceding sentence of this paragraph (d).

           8. Computational Materials and Structural Term Sheets.
(a) Not later than 10:30 a.m., New York time, on the business day
before the date on which the Current Report relating to the
Offered Certificates of a Series is required to be filed by the
Company with the Commission pursuant to Section 5(b) hereof, the
Underwriter shall deliver to the Company five complete copies of
all materials provided by the Underwriter to prospective
investors in such Offered Certificates that constitute (i)
"Computational Materials" within the meaning of the no-action
letter dated May 20, 1994 issued by the Division of Corporation
Finance of the Commission to Kidder, Peabody Acceptance
Corporation I, Kidder, Peabody & Co. Incorporated, and Kidder
Structured Asset Corporation and the no-action letter dated May
27, 1994 issued by the Division of Corporation Finance of the
Commission to the Public Securities Association (together, the
"Kidder Letters"), the filing of which material is a condition of
the relief granted in such letter (such materials being the
"Computational Materials"), and (ii) "Structural Term Sheets"
within the meaning of the no-action letter dated February 17,
1995 issued by the Division of Corporation Finance of the
Commission to the Public Securities Association (the "PSA
Letter"), the filing of which material is a condition of the
relief granted in such letter (such materials being the


                              - 23 -
<PAGE>


"Structural Term Sheets"). Each delivery of Computational
Materials and Structural Term Sheets to the Company pursuant to
this paragraph (a) shall be effected by delivering four copies of
such materials to counsel for the Company on behalf of the
Company at the address specified in Section 3 hereof and one copy
of such materials to the Company.

           (b) The Underwriter represents and warrants to and
agrees with the Company, as of the date of the related Terms
Agreement and as of the Closing Date, that:

                (i) the Computational Materials furnished to the
           Company pursuant to Section 8(a) constitute (either in
           original, aggregated or consolidated form) all of the
           materials furnished to prospective investors by the
           Underwriter prior to the time of delivery thereof to
           the Company that are required to be filed with the
           Commission with respect to the related Offered
           Certificates in accordance with the Kidder Letters,
           and such Computational Materials comply with the
           requirements of the Kidder Letters;

               (ii) the Structural Term Sheets furnished to the
           Company pursuant to Section 8(a) constitute all of the
           materials furnished to prospective investors by the
           Underwriter prior to the time of delivery thereof to
           the Company that are required to be filed with the
           Commission as "Structural Term Sheets" with respect to
           the related Offered Certificates in accordance with
           the PSA Letter, and such Structural Term Sheets comply
           with the requirements of the PSA Letter; and

              (iii) on the date any such Computational Materials
           or Structural Term Sheets with respect to such Offered
           Certificates (or any written or electronic materials
           furnished to prospective investors on which the
           Computational Materials are based) were last furnished
           to each prospective investor and on the date of
           delivery thereof to the Company pursuant to Section
           8(a) and on the related Closing Date, such
           Computational Materials (or such other materials) or
           Structural Term Sheets did not and will not include
           any untrue statement of a material fact or, when read
           in conjunction with the related Prospectus and
           Prospectus Supplement, omit to state a material fact
           required to be stated therein or necessary to make the
           statements therein not misleading.

Notwithstanding the foregoing, the Underwriter makes no
representation or warranty as to whether any Computational
Materials or Structural Term Sheets (or any written or electronic
materials on which the Computational Materials are based)


                              - 24 -
<PAGE>


included or will include any untrue statement resulting directly
from any Mortgage Pool Error (except any Corrected Mortgage Pool
Error, with respect to materials prepared after the receipt by
the Underwriter from the Company of notice of such Corrected
Mortgage Pool Error or materials superseding or correcting such
Corrected Mortgage Pool Error).

           (c) The Underwriter shall cause a firm of public
accountants to furnish to the Company a letter, dated as of the
date on which the Underwriter delivers any Computational
Materials (which term shall be deemed to include, for purposes of
this paragraph (c), calculated statistical information delivered
to prospective investors in the form of a Structural Term Sheet)
to the Company pursuant to Section 8(a), in form and substance
satisfactory to the Company, stating in effect that they have
verified the mathematical accuracy of any calculations performed
by the Underwriter and set forth in such Computational Materials.

           (d) The Underwriter acknowledges and agrees that any
Computational Materials or Structural Term Sheets with respect to
any Series of Certificates furnished to prospective investors
from and after May 21, 1996 have been prepared and disseminated
by the Underwriter and not by or on behalf of the Company, and
that such materials included and shall include a disclaimer in
form satisfactory to the Company to the effect that such
materials have been prepared and disseminated by the Underwriter,
and that the content and accuracy of such materials have not been
reviewed by the Company.

           (e) If, at any time when a prospectus relating to the
Offered Certificates of a Series is required to be delivered
under the Act, it shall be necessary to amend or supplement the
related Prospectus as a result of an untrue statement of a
material fact contained in any Computational Materials or
Structural Term Sheets provided by the Underwriter pursuant to
this Section 8 or the omission to state therein a material fact
required, when considered in conjunction with the related
Prospectus and Prospectus Supplement, to be stated therein or
necessary to make the statements therein, when read in
conjunction with the related Prospectus and Prospectus
Supplement, not misleading, or if it shall be necessary to amend
or supplement any Current Report relating to any Computational
Materials or Structural Term Sheets to comply with the Act or the
rules thereunder, the Underwriter promptly will prepare and
furnish to the Company for filing with the Commission an
amendment or supplement which will correct such statement or
omission or an amendment which will effect such compliance. The
Underwriter represents and warrants to the Company, as of the
date of delivery of such amendment or supplement to the Company,
that such amendment or supplement will not include any untrue
statement of a material fact or, when read in conjunction with
the related Prospectus and Prospectus Supplement, omit to state a


                              - 25 -
<PAGE>


material fact required to be stated therein or necessary to make
the statements therein not misleading; provided, however, that
the Underwriter makes no representation or warranty as to whether
any such amendment or supplement will include any untrue
statement resulting directly from any Mortgage Pool Error (except
any Corrected Mortgage Pool Error, with respect to any such
amendment or supplement prepared after the receipt by the
Underwriter from the Company of notice of such Corrected Mortgage
Pool Error or materials superseding or correcting such Corrected
Mortgage Pool Error). The Company shall have no obligation to
file such amendment or supplement if the Company determines that
(i) such amendment or supplement contains any untrue statement of
a material fact or, when read in conjunction with the related
Prospectus and Prospectus Supplement, omits to state a material
fact required to be stated therein or necessary to make the
statements therein not misleading; it being understood, however,
that the Company shall have no obligation to review or pass upon
the accuracy or adequacy of, or to correct, any such amendment or
supplement provided by the Underwriter to the Company pursuant to
this paragraph (e) or (ii) such filing is not required under the
Act.

           9. Collateral Term Sheets. (a) Prior to the delivery
of any "Collateral Term Sheet" within the meaning of the PSA
Letter, the filing of which material is a condition of the relief
granted in such letter (such material being the "Collateral Term
Sheets"), to a prospective investor in any Offered Certificates,
the Underwriter shall, in order to facilitate the timely filing
of such material with the Commission, notify the Company and its
counsel by telephone of its intention to deliver such materials
and the approximate date on which the first such delivery of such
materials is expected to occur. Not later than 10:30 a.m., New
York time, on the business day immediately following the date on
which any Collateral Term Sheet was first delivered to a
prospective investor in such Offered Certificates, the
Underwriter shall deliver to the Company five complete copies of
all materials provided by the Underwriter to prospective
investors in the Offered Certificates that constitute "Collateral
Term Sheets." Each delivery of a Collateral Term Sheet to the
Company pursuant to this paragraph (a) shall be effected by
delivering four copies of such materials to counsel for the
Company on behalf of the Company at the address specified in
Section 3 hereof and one copy of such materials to the Company.
(Collateral Term Sheets and Structural Term Sheets are, together,
referred to herein as "ABS Term Sheets.") At the time of each
such delivery, the Underwriter shall indicate in writing that the
materials being delivered constitute Collateral Term Sheets, and,
if there has been any prior such delivery with respect to the
related Series, shall indicate whether such materials differ in
any material respect from any Collateral Term Sheets previously
delivered to the Company with respect to such Series pursuant to


                              - 26 -
<PAGE>


this Section 9(a) as a result of the occurrence of a material change
in the characteristics of the related Mortgage Loans.

           (b) The Underwriter represents and warrants to and
agrees with the Company as of the date of the related Terms
Agreement and as of the Closing Date, that:

                     (i) The Collateral Term Sheets furnished to
      the Company pursuant to Section 9(a) constitute all of the
      materials furnished to prospective investors by the
      Underwriter prior to time of delivery thereof to the
      Company that are required to be filed with the Commission
      as "Collateral Term Sheets" with respect to the related
      Offered Certificates in accordance with the PSA Letter, and
      such Collateral Term Sheets comply with the requirements of
      the PSA Letter; and

                    (ii) On the date any such Collateral Term
      Sheets with respect to such Offered Certificates were last
      furnished to each prospective investor and on the date of
      delivery thereof to the Company pursuant to Section 9(a)
      and on the related Closing Date, such Collateral Term
      Sheets did not and will not include any untrue statement of
      a material fact or, when read in conjunction with the
      Prospectus and Prospectus Supplement, omit to state a
      material fact required to be stated therein or necessary to
      make the statements therein not misleading.

Notwithstanding the foregoing, the Underwriter makes no
representation or warranty as to whether any Collateral Term
Sheet included or will include any untrue statement or material
omission resulting directly from any Mortgage Pool Error (except
any Corrected Mortgage Pool Error, with respect to materials
prepared after the receipt by the Underwriter from the Company of
notice of such Corrected Mortgage Pool Error or materials
superseding or correcting such Corrected Mortgage Pool Error).

           (c) The Underwriter acknowledges and agrees that any
Collateral Term Sheets with respect to any Series of Certificates
furnished to prospective investors from and after the date hereof
will have been prepared and disseminated by the Underwriter and
not by or on behalf of the Company, and that such materials shall
include a disclaimer in form satisfactory to the Company to the
effect set forth in Section 8(d) hereof, and to the effect that
the information contained in such materials supersedes the
information contained in any prior Collateral Term Sheet with
respect to such Series of Offered Certificates and will be
superseded by the description of the related Mortgage Loans in
the related Prospectus Supplement and in the Detailed Description
relating to such Prospectus Supplement to be filed under cover of
Form 8-K. The Underwriter agrees that it will not represent to


                              - 27 -
<PAGE>


prospective investors that any Collateral Term Sheets were
prepared or disseminated on behalf of the Company.

           (d) If, at any time when a prospectus relating to the
Offered Certificates of a Series is required to be delivered
under the Act, it shall be necessary to amend or supplement the
related Prospectus as a result of an untrue statement of a
material fact contained in any Collateral Term Sheets provided by
the Underwriter pursuant to this Section 9 or the omission to
state therein a material fact required, when considered in
conjunction with the related Prospectus and Prospectus
Supplement, to be stated therein or necessary to make the
statements therein, when read in conjunction with the related
Prospectus and Prospectus Supplement, not misleading, or if it
shall be necessary to amend or supplement any Current Report
relating to any Collateral Term Sheets to comply with the Act or
the rules thereunder, the Underwriter promptly will prepare and
furnish to the Company for filing with the Commission an
amendment or supplement which will correct such statement or
omission or an amendment which will effect such compliance. The
Underwriter represents and warrants to the Company, as of the
date of delivery of such amendment or supplement to the Company,
that such amendment or supplement will not include any untrue
statement of a material fact or, when read in conjunction with
the related Prospectus and Prospectus Supplement, omit to state a
material fact required to be stated therein or necessary to make
the statements therein not misleading; provided, however, the
Underwriter makes no representation or warranty as to whether any
such amendment or supplement will include any untrue statement
resulting directly from any Mortgage Pool Error (except any
Corrected Mortgage Pool Error, with respect to any such amendment
or supplement prepared after the receipt by the Underwriter from
the Company of notice of such Corrected Mortgage Pool Error or
materials superseding or correcting such Corrected Mortgage Pool
Error). The Company shall have no obligation to file such
amendment or supplement if the Company determines that (i) such
amendment or supplement contains any untrue statement of a
material fact or, when read in conjunction with the related
Prospectus and Prospectus Supplement, omits to state a material
fact required to be stated therein or necessary to make the
statements therein not misleading; it being understood, however,
that the Company shall have no obligation to review or pass upon
the accuracy or adequacy of, or to correct, any such amendment or
supplement provided by the Underwriter to the Company pursuant to
this paragraph (d) or (ii) such filing is not required under the
Act.

           10.  Termination.  This Agreement (with respect to a
particular Certificate Offering) and the related Terms Agreement
shall be subject to termination in the absolute discretion of the
Underwriter, by notice given to the Company prior to delivery of
and payment for the related Offered Certificates, if prior to the


                              - 28 -
<PAGE>


related Closing Date (i) trading in securities generally on the
New York Stock Exchange shall have been suspended or materially
limited, (ii) a general moratorium on commercial banking
activities in New York shall have been declared by either federal
or New York State authorities, or (iii) there shall have occurred
any outbreak or material escalation of hostilities or other
calamity or crisis the effect of which on the financial markets
of the United States is such as to make it, in the reasonable
judgment of the Underwriter, impracticable to market such Offered
Certificates.

           11. Representations and Indemnities to Survive
Delivery. The agreements, representations, warranties,
indemnities and other statements of the Company or its officers
and of the Underwriter set forth in or made pursuant to this
Agreement and the related Terms Agreement will remain in full
force and effect, regardless of any investigation made by or on
behalf of the Underwriter or the Company or any of the officers,
directors or controlling persons referred to in Section 7 hereof,
and will survive delivery of and payment for the related Offered
Certificates. The provisions of Section 7 hereof shall survive
the termination or cancellation of this Agreement and the related
Terms Agreement.

           12. Successors. This Agreement and the related Terms
Agreement will inure to the benefit of and be binding upon the
parties hereto and thereto and their respective successors and
the officers, directors and controlling persons referred to in
Section 7 hereof, and their successors and assigns, and no other
person will have any right or obligation hereunder or thereunder.
No purchaser of any Offered Certificate from the Underwriter
shall be deemed a successor or assign by reason of such purchase.

           13.  APPLICABLE LAW.  THIS AGREEMENT AND THE RELATED
TERMS AGREEMENT WILL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE
WITH, THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO AGREEMENTS
MADE AND TO BE PERFORMED THEREIN.

           14. Miscellaneous. This Agreement, as supplemented by
the related Terms Agreement, supersedes all prior and
contemporaneous agreements and understandings relating to the
subject matter hereof. This Agreement and the related Terms
Agreement or any term of each may not be changed, waived,
discharged or terminated except by an affirmative written
agreement made by the party against whom enforcement of the
change, waiver, discharge or termination is sought. The headings
in this Agreement and the related Terms Agreement are for
purposes of reference only and shall not limit or otherwise
affect the meaning hereof or thereof.

           15.  Notices.  All communications hereunder will be in
writing and effective only on receipt, and, if sent to the


                              - 29 -
<PAGE>


Underwriter, will be delivered to it at the address first above
written; or if sent to the Company, will be delivered to GE
Capital Mortgage Services, Inc., Three Executive Campus, Cherry
Hill, New Jersey 08002, Attention: General Counsel.


                              - 30 -
<PAGE>


           If the foregoing is in accordance with your
understanding of our agreement, please sign and return to the
undersigned a counterpart hereof, whereupon this letter and your
acceptance shall represent a binding agreement between the
Company and the Underwriter.

                               Very truly yours,

                               GE CAPITAL MORTGAGE SERVICES, INC.



                               By:______________________________
                                  Name:
                                  Title:



The foregoing Agreement is hereby confirmed and accepted as of
the date first above written.

LEHMAN BROTHERS INC.



By:______________________________
   Name:
   Title:



<PAGE>


                                                          EXHIBIT A

                GE CAPITAL MORTGAGE SERVICES, INC.

            REMIC MULTI-CLASS PASS-THROUGH CERTIFICATES
                          SERIES ____-__

                         TERMS AGREEMENT
                   (to Underwriting Agreement,
                        dated May 22, 1996
             between the Company and the Underwriter)


GE Capital Mortgage Services, Inc.               New York, New York
Three Executive Campus                                       [Date]
Cherry Hill, NJ 08002

           Lehman Brothers Inc. (the "Underwriter") agrees,
subject to the terms and provisions herein and of the captioned
Underwriting Agreement (the "Underwriting Agreement"), to
purchase such Classes of Series ____-__ Certificates specified in
Section 2(a) hereof (the "Offered Certificates"). This letter
supplements and modifies the Underwriting Agreement solely as it
relates to the purchase and sale of the Offered Certificates
described below. The Series ____-__ Certificates are registered
with the Securities and Exchange Commission by means of an
effective Registration Statement (No. 33-___). Capitalized terms
used and not defined herein have the meanings given them in the
Underwriting Agreement.

           Section 1. The Mortgage Pool: The Series ____-__
Certificates shall evidence the entire beneficial ownership
interest in a mortgage pool (the "Mortgage Pool") of
conventional, fixed rate, fully amortizing one- to four-family
residential mortgage loans (the "Mortgage Loans") having the
following characteristics as of ________ __, ____ (the "Cut-off
Date"):

           (a) Aggregate Principal Amount of the Mortgage Pool:
      $[ ] aggregate principal balance as of the Cutoff Date,
      subject to [an upward or downward variance of up to [ ]%,
      the precise aggregate principal balance to be determined by
      the Company][a permitted variance such that the aggregate
      Scheduled Principal Balance thereof will be not less than
      $[ ] or greater than $[ ]].

           (b)  Original Terms to Maturity:  The original term to
      maturity of each Mortgage Loan included in the Mortgage Pool
      shall be between ___ and ___ years.


                               A-1
<PAGE>


           Section 2.     The Certificates:  The Offered
Certificates shall be issued as follows:

           (a) Classes: The Offered Certificates shall be issued
      with the following Class designations, interest rates and
      principal balances, subject in the aggregate to the
      variance referred to in Section 1(a)[and, as to any
      particular Class, to an upward or downward variance of up
      to [ ]%]:


                Principal      Interest           Class Purchase
Class            Balance         Rate            Price Percentage








           (b) The Offered Certificates shall have such other
      characteristics as described in the related Prospectus.

           Section 3. Purchase Price: The Purchase Price for each
Class of the Offered Certificates shall be the Class Purchase
Price Percentage therefor (as set forth in Section 2(a) above) of
the initial Class Certificates Principal Balance thereof plus
accrued interest at the rate of [ ]% per annum from and including
the Cut-off Date up to, but not including, _________ __, ____
(the "Closing Date").

           Section 4.     Required Ratings:    The Offered
Certificates shall have received Required Ratings of at least
[   ] from [   ].

           Section 5.     Tax Treatment:  [One or more elections
will be made to treat the assets of the Trust Fund as a REMIC.]
[The Trust Fund will be treated as a "grantor trust" for federal
income tax purposes.]

           [Section 6.    Additional Expenses:]*

- --------
* to be inserted if applicable.


                               A-2
<PAGE>


           If the foregoing is in accordance with your
understanding of our agreement, please sign and return to the
undersigned a counterpart hereof, whereupon this letter and your
acceptance shall represent a binding agreement between the
Underwriter and the Company.

                               Very truly yours,

                               LEHMAN BROTHERS INC.



                               By:_____________________________
                                  Name:
                                  Title:



The foregoing Agreement is hereby confirmed and accepted as of
the date first above written.


GE CAPITAL MORTGAGE SERVICES, INC.



By:_____________________________
   Name:
   Title:


                               A-3




                GE CAPITAL MORTGAGE SERVICES, INC.

           REMIC MULTI-CLASS PASS-THROUGH CERTIFICATES
                          SERIES 1998-21

                         TERMS AGREEMENT
                    (to Underwriting Agreement
                       dated May 22, 1996,
             between the Company and the Underwriter)

GE Capital Mortgage Services, Inc.             New York, New York
Three Executive Campus                          November 20, 1998
Cherry Hill, NJ 08002

           Lehman Brothers Inc. (the "Underwriter") agrees,
subject to the terms and provisions herein and of the captioned
Underwriting Agreement (the "Underwriting Agreement"), to
purchase the Classes of Series 1998-21 Certificates specified in
Section 2(a) hereof (the "Offered Certificates"). This Terms
Agreement supplements and modifies the Underwriting Agreement
solely as it relates to the purchase and sale of the Offered
Certificates described below. The Series 1998-21 Certificates are
registered with the Securities and Exchange Commission by means
of an effective Registration Statement (No. 333-51151).
Capitalized terms used and not defined herein have the meanings
given them in the Underwriting Agreement.

      Section 1. The Mortgage Pool: The Series 1998-21
Certificates shall evidence the entire beneficial ownership
interest in a mortgage pool (the "Mortgage Pool") of
conventional, fixed rate, fully amortizing, first lien one- to
four-family residential mortgage loans (the "Mortgage Loans")
having the following characteristics as of November 1, 1998 (the
"Cut-off Date"):

           (a) Aggregate Principal Amount of the Mortgage Pool:
      $522,102,682 aggregate principal balance as of the Cut-off
      Date, subject to a permitted variance such that the
      aggregate original Certificate Principal Balance will be
      not less than $546,875,000 or greater than $494,791,700.

           (b) Original Terms to Maturity: The original term to
      maturity of substantially all of the Mortgage Loans
      included in the Mortgage Pool shall be between 20 and 30
      years.

      Section 2. The Certificates: The Offered Certificates shall
be issued as follows:


<PAGE>


           (a) Classes: The Offered Certificates shall be issued
      with the following Class designations, interest rates and
      principal balances, subject in the aggregate to the
      variance referred to in Section 1(a):

                                                       Class
                     Principal       Interest      Purchase Price
      Class           Balance          Rate          Percentage
      -----           -------          ----          ----------
     Class M       $10,181,000         6.25%          93.031250%
     Class B1        4,176,000         6.25%          91.078125%
     Class B2        2,349,000         6.25%          85.265625%


           (b) The Offered Certificates shall have such other
      characteristics as described in the related Prospectus.

      Section 3. Purchase Price: The Purchase Price for each
Class of the Offered Certificates shall be the Class Purchase
Price Percentage therefor (as set forth in Section 2(a) above) of
the initial Class Certificate Principal Balance thereof plus
accrued interest at the initial interest rate per annum from and
including the Cut-off Date up to, but not including, November 25,
1998 (the "Closing Date").

      Section 4. Required Ratings: The Class M, Class B1 and
Class B2 Certificates shall have received Required Ratings of
"AA," "A" and "BBB," respectively, from Fitch IBCA, Inc.

      Section 5. Tax Treatment: One or more elections will be
made to treat the assets of the Trust Fund as a REMIC.


                                2
<PAGE>


           If the foregoing is in accordance with your
understanding of our agreement, please sign and return to the
undersigned a counterpart hereof, whereupon this letter and your
acceptance shall represent a binding agreement between the
Underwriter and the Company.

                               Very truly yours,

                               LEHMAN BROTHERS INC.



                               By:____________________
                                  Name:
                                  Title:


The foregoing Agreement is
hereby confirmed and accepted
as of the date hereof.

GE CAPITAL MORTGAGE SERVICES, INC.



By:_______________________________
   Name:
   Title:






=================================================================

                GE CAPITAL MORTGAGE SERVICES, INC.,

                        Seller and Servicer


                                and




               STATE STREET BANK AND TRUST COMPANY,

                              Trustee



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

                  POOLING AND SERVICING AGREEMENT

                   Dated as of November 1, 1998

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


           REMIC Multi-Class Pass-Through Certificates,
                           Series 1998-21



=================================================================
<PAGE>



                         TABLE OF CONTENTS

                                                               Page

                             ARTICLE I
                            DEFINITIONS

Section 1.01. Definitions ...........................................1

                            ARTICLE II
  CONVEYANCE OF MORTGAGE LOANS; ORIGINAL ISSUANCE OF CERTIFICATES

Section 2.01. Conveyance of Mortgage Loans .........................34
Section 2.02. Acceptance by Trustee ................................37
Section 2.03. Representations and Warranties of the 
              Company; Mortgage Loan Repurchase ....................38
Section 2.04. Execution of Certificates ............................45
Section 2.05. Designations under the REMIC Provisions ..............45

                            ARTICLE III
          ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

Section 3.01. Company to Act as Servicer ...........................46
Section 3.02. Collection of Certain Mortgage Loan Payments; 
              Mortgage Loan Payment Record; Certificate Account ....49
Section 3.03. Collection of Taxes, Assessments and Other Items .....52
Section 3.04. Permitted Debits to the Mortgage Loan 
              Payment Record .......................................52
Section 3.05. Maintenance of the Primary Insurance Policies ........53
Section 3.06. Maintenance of Hazard Insurance ......................54
Section 3.07. Assumption and Modification Agreements ...............55
Section 3.08. Realization Upon Defaulted Mortgage Loans ............55
Section 3.09. Trustee to Cooperate; Release of Mortgage Files ......58
Section 3.10. Servicing Compensation; Payment of Certain Expenses 
              by the Company .......................................59
Section 3.11. Reports to the Trustee; Certificate 
              Account Statements ...................................59
Section 3.12. Annual Statement as to Compliance ....................59
Section 3.13. Annual Independent Public Accountants' 
              Servicing Report .....................................60
Section 3.14. Access to Certain Documentation and Information 
              Regarding the Mortgage Loans .........................60
Section 3.15. Maintenance of Certain Servicing Policies ............60
Section 3.16. Optional Purchase of Defaulted Mortgage Loans ........61

                            ARTICLE IV
                      PAYMENTS AND STATEMENTS

Section 4.01. Distributions ........................................61
Section 4.02. Method of Distribution ...............................65

<PAGE>

Section 4.03. Allocation of Losses .................................66
Section 4.04. Monthly Advances; Purchases of Defaulted 
              Mortgage Loans .......................................68
Section 4.05. Statements to Certificateholders .....................69
Section 4.06. Servicer's Certificate ...............................71
Section 4.07. Reports of Foreclosures and Abandonments of 
              Mortgaged Property ...................................71
Section 4.08. Reduction of Base Servicing Fees by Compensating 
              Interest Payments ....................................71
Section 4.09. Surety Bond ..........................................71

                             ARTICLE V
                         THE CERTIFICATES

Section 5.01. The Certificates .....................................71
Section 5.02. Registration of Transfer and Exchange 
              of Certificates ......................................73
Section 5.03. Mutilated, Destroyed, Lost or Stolen Certificates ....78
Section 5.04. Persons Deemed Owners ................................79
Section 5.05. Access to List of Certificateholders' 
              Names and Addresses ..................................79
Section 5.06. Representation of Certain Certificateholders .........79
Section 5.07. Determination of COFI ................................80
Section 5.08. Determination of LIBOR ...............................80

                            ARTICLE VI
                            THE COMPANY

Section 6.01. Liability of the Company .............................82
Section 6.02. Merger or Consolidation of, or Assumption of 
              the Obligations of, the Company ......................82
Section 6.03. Assignment ...........................................82
Section 6.04. Limitation on Liability of the Company and Others ....82
Section 6.05. The Company Not to Resign ............................83

                            ARTICLE VII
                              DEFAULT

Section 7.01. Events of Default ...................................83
Section 7.02. Trustee to Act; Appointment of Successor ............84
Section 7.03. Notification to Certificateholders ..................85

                           ARTICLE VIII
                            THE TRUSTEE

Section 8.01. Duties of Trustee ...................................85
Section 8.02. Certain Matters Affecting the Trustee ...............87
Section 8.03. Trustee Not Liable for Certificates 
              or Mortgage Loans ...................................88
Section 8.04. Trustee May Own Certificates ........................88
Section 8.05. The Company to Pay Trustee's Fees and Expenses ......88
Section 8.06. Eligibility Requirements for Trustee ................89


                               ii
<PAGE>

Section 8.07. Resignation or Removal of Trustee ...................89
Section 8.08. Successor Trustee ...................................90
Section 8.09. Merger or Consolidation of Trustee ..................90
Section 8.10. Appointment of Co-Trustee or Separate Trustee .......90
Section 8.11. Compliance with REMIC Provisions; Tax Returns .......91

                            ARTICLE IX
                            TERMINATION

Section 9.01. Termination upon Repurchase by the Company or 
              Liquidation of All Mortgage Loans ...................92
Section 9.02. Additional Termination Requirements .................93

                             ARTICLE X
                     MISCELLANEOUS PROVISIONS

Section 10.01. Amendment ..........................................94
Section 10.02. Recordation of Agreement ...........................95
Section 10.03. Limitation on Rights of Certificateholders .........95
Section 10.04. Governing Law ......................................96
Section 10.05. Notices ............................................96
Section 10.06. Notices to the Rating Agencies .....................96
Section 10.07. Severability of Provisions .........................96
Section 10.08. Certificates Nonassessable and Fully Paid ..........97


                               iii
<PAGE>
Exhibits
- --------


EXHIBIT A Forms of Certificates
EXHIBIT B Principal Balance Schedules
EXHIBIT C Mortgage Loans (including list of Cooperative Loans)
EXHIBIT D Form of Servicer's Certificate
EXHIBIT E Form of Transfer Certificate as to ERISA Matters for
          Definitive ERISA-Restricted Certificates
EXHIBIT F Form of Residual Certificate Transferee Affidavit
EXHIBIT G Form of Residual Certificate Transferor Letter
EXHIBIT H Additional Servicer Compensation
EXHIBIT I Form of Investment Letter for Definitive Restricted
          Certificates
EXHIBIT J Form of Distribution Date Statement
EXHIBIT K Form of Special Servicing and Collateral Fund Agreement
EXHIBIT L Form of Lost Note Affidavit and Agreement
EXHIBIT M Schedule of Designated Loans
EXHIBIT N Schedule of Pledged Asset Mortgage Loans
EXHIBIT O Senior Principal Priorities


                               iv
<PAGE>


     THIS POOLING AND SERVICING AGREEMENT, dated as of November
1, 1998, between GE CAPITAL MORTGAGE SERVICES, INC., a
corporation organized and existing under the laws of the State of
New Jersey, and STATE STREET BANK AND TRUST COMPANY, a
Massachusetts banking corporation, as Trustee.

                   W I T N E S S E T H  T H A T :
                   -------------------  -------


     In consideration of the mutual agreements herein contained,
GE Capital Mortgage Services, Inc. and State Street Bank and
Trust Company agree as follows:

ARTICLE I

                            DEFINITIONS

     Section 1.01. Definitions. Whenever used in this Agreement,
the following words and phrases, unless the context otherwise
requires, shall have the following meanings:

          Accretion Directed Certificate: None.

          Accretion Directed Component: None.

               Accretion Termination Date: As to the Accrual
          Certificates, the earlier of (i) the Cross-Over Date;
          and (ii) the Distribution Date on which the Class
          Certificate Principal Balance of each Class of
          Accretion Directed Certificates has been reduced to
          zero.

               Accrual Amount: As to any Class of Accrual
          Certificates and any Accrual Component and each
          Distribution Date through the related Accretion
          Termination Date, the sum of (x) any amount of Accrued
          Certificate Interest allocable to such Class or
          Component pursuant to Section 4.01(a)(i) on such
          Distribution Date and (y) any amount of Unpaid Class
          Interest Shortfall allocable to such Class or Component
          pursuant to Section 4.01(a)(ii) on such Distribution
          Date, to the extent that such amounts are distributed
          to any Accretion Directed Certificates and any
          Accretion Directed Components pursuant to Section
          4.01(e). As to any Class of Accrual Certificates and
          any Accrual Component and each Distribution Date after
          the related Accretion Termination Date, zero.

               Accrual Certificates: None.

               Accrual Component: None.

               Accrued Certificate Interest: As to any
          Distribution Date and any Class of Certificates (other
          than any Class of Principal Only Certificates and any
          Class of Certificates consisting of Specified
          Components), interest accrued during the related
          Interest Accrual Period at the applicable Certificate
          Interest Rate on the Class Certificate Principal
          Balance (or, in the case of any Class of Notional
          Certificates, on the aggregate Notional Principal
          Balance) thereof immediately prior to such Distribution
          Date, calculated on the basis of a 360-day year
          consisting of twelve 30-day months. As to any



<PAGE>

          Distribution Date and any Specified Component (other
          than any Principal Only Component), interest accrued
          during the related Interest Accrual Period at the
          applicable Component Interest Rate on the Component
          Principal Balance (or Notional Component Principal
          Balance) thereof immediately prior to such Distribution
          Date, calculated on the basis of a 360-day year
          consisting of twelve 30-day months. As to any
          Distribution Date and any Class of Certificates
          consisting of Specified Components, the aggregate of
          Accrued Certificate Interest on such Specified
          Components for such Distribution Date.

               Accrued Certificate Interest on each Class of
          Certificates (other than any Class of Principal Only
          Certificates and any Class of Certificates consisting
          of Specified Components) and any Specified Component
          (other than any Principal Only Component) shall be
          reduced by such Class's or Specified Component's share
          of the amount of any Net Interest Shortfall and
          Certificate Interest Losses for such Distribution Date.
          Any Net Interest Shortfall and Certificate Interest
          Losses shall be allocated among (x) the Classes of
          Certificates (other than any Class of Principal Only
          Certificates and any Class of Certificates consisting
          of Specified Components) and (y) the Specified
          Components (other than any Principal Only Component) of
          any Component Certificate in proportion to the
          respective amounts of Accrued Certificate Interest that
          would have resulted absent such shortfall or losses.

               Additional Collateral: With respect to any
          Mortgage 100SM Loan, the marketable securities held
          from time to time as security for the repayment of such
          Mortgage 100SM Loan and any related collateral. With
          respect to any Parent PowerSM Loan, the third-party
          guarantee for such Parent PowerSM Loan, together with
          (i) any marketable securities held from time to time as
          security for the performance of such guarantee and any
          related collateral or (ii) any mortgaged property
          securing the performance of such guarantee, the related
          home equity line of credit loan and any related
          collateral.

               Agreement: This Pooling and Servicing Agreement
          and all amendments hereof and supplements hereto.

               Allocable Share: (a) As to any Distribution Date
          and amounts distributable pursuant to clauses (i) and
          (iii) of the definition of Junior Optimal Principal
          Amount, and as to each Class of Junior Certificates,
          the fraction, expressed as a percentage, the numerator
          of which is the Class Certificate Principal Balance of
          such Class and the denominator of which is the
          aggregate Class Certificate Principal Balance of the
          Junior Certificates.
 
               (b) As to any Distribution Date and amounts
          distributable pursuant to clauses (ii), (iv) and (v) of
          the definition of Junior Optimal Principal Amount, and
          as to the Class M Certificates and each Class of Class
          B Certificates for which the related Prepayment
          Distribution Trigger has been satisfied on such
          Distribution Date, the fraction, expressed as a
          percentage, the numerator of which is the Class
          Certificate Principal Balance of such Class and the
          denominator of which is the aggregate Class Certificate
          Principal Balance of all such Classes. As to any
          Distribution Date and each Class of Class B
          Certificates for which the related Prepayment
          Distribution Trigger has not been satisfied on such
          Distribution Date, 0%.


                                2
<PAGE>

               Amortization Payment: As to any REO Mortgage Loan
          and any month, the payment of principal and accrued
          interest due in such month in accordance with the terms
          of the related Mortgage Note as contemplated by Section
          3.08(b).

               Amount Held for Future Distribution: As to each
          Distribution Date, the total of all amounts credited to
          the Mortgage Loan Payment Record as of the preceding
          Determination Date on account of (i) Principal
          Prepayments, Insurance Proceeds and Liquidation
          Proceeds received subsequent to the preceding
          Prepayment Period applicable to such receipts, and (ii)
          monthly payments of principal and interest due
          subsequent to the preceding Due Date.

               Anniversary Determination Date: The Determination
          Date occurring in December of each year that the
          Certificates are outstanding, commencing in December
          1999.

               Assignment of Proprietary Lease: With respect to a
          Cooperative Loan, the assignment of the related
          Proprietary Lease from the Mortgagor to the originator
          of the Cooperative Loan.

               Assumed Monthly Payment Reduction: As of any
          Anniversary Determination Date and as to any
          Non-Primary Residence Loan remaining in the Mortgage
          Pool whose original principal balance was 80% or
          greater of the Original Value thereof, the excess of
          (i) the Monthly Payment thereof calculated on the
          assumption that the Mortgage Rate thereon was equal to
          the weighted average (by principal balance) of the
          Remittance Rates of all Outstanding Mortgage Loans (the
          "Weighted Average Rate") as of such Anniversary
          Determination Date over (ii) the Monthly Payment
          thereof calculated on the assumption that the
          Remittance Rate thereon was equal to the Weighted
          Average Rate less 1.25% per annum.

               Available Funds: As to each Distribution Date, an
          amount equal to the sum of (i) all amounts credited to
          the Mortgage Loan Payment Record pursuant to Section
          3.02 as of the preceding Determination Date, (ii) any
          Monthly Advance and any Compensating Interest Payment
          for such Distribution Date, (iii) the Purchase Price of
          any Defective Mortgage Loans and Defaulted Mortgage
          Loans deposited in the Certificate Account on the
          Business Day preceding such Distribution Date
          (including any amounts deposited in the Certificate
          Account in connection with any substitution of a
          Mortgage Loan as specified in Section 2.03(b)), and
          (iv) the purchase price of any defaulted Mortgage Loan
          purchased under an agreement entered into pursuant to
          Section 3.08(e) as of the end of the preceding
          Prepayment Period less the sum of (x) the Amount Held
          for Future Distribution, (y) the amount of any
          Unanticipated Recovery credited to the Mortgage Loan
          Payment Record pursuant to clause (vi) of Section
          3.02(b), and (z) amounts permitted to be debited from
          the Mortgage Loan Payment Record pursuant to clauses
          (i) through (vii) and (ix) of Section 3.04.

               Bankruptcy Coverage Termination Date: The
          Distribution Date upon which the Bankruptcy Loss Amount
          has been reduced to zero or a negative number (or the
          Cross-Over Date, if earlier).


                                3
<PAGE>

               Bankruptcy Loss Amount: As of any Determination
          Date prior to the first Anniversary Determination Date,
          the Bankruptcy Loss Amount shall equal $192,551, as
          reduced by the aggregate amount of Deficient Valuations
          and Debt Service Reductions since the Cut-off Date. As
          of any Determination Date after the first Anniversary
          Determination Date, other than an Anniversary
          Determination Date, the Bankruptcy Loss Amount shall
          equal the Bankruptcy Loss Amount on the immediately
          preceding Anniversary Determination Date as reduced by
          the aggregate amount of Deficient Valuations and Debt
          Service Reductions since such preceding Anniversary
          Determination Date. As of any Anniversary Determination
          Date, the Bankruptcy Loss Amount shall equal the lesser
          of (x) the Bankruptcy Loss Amount as of the preceding
          Determination Date as reduced by any Deficient
          Valuations and Debt Service Reductions for the
          preceding Distribution Date, and (y) the greater of (i)
          the Fitch Formula Amount for such Anniversary
          Determination Date and (ii) the Formula Amount for such
          Anniversary Determination Date.

               The Bankruptcy Loss Amount may be further reduced
          by the Company (including accelerating the manner in
          which such coverage is reduced) provided that prior to
          any such reduction, the Company shall obtain written
          confirmation from each Rating Agency that such
          reduction shall not adversely affect the then-current
          rating assigned to the related Classes of Certificates
          by such Rating Agency and shall provide a copy of such
          written confirmation to the Trustee.

               Base Servicing Fee: As to any Mortgage Loan and
          Distribution Date, an amount equal to the product of
          (i) the Scheduled Principal Balance of such Mortgage
          Loan as of the Due Date in the preceding calendar month
          and (ii) the Base Servicing Fee Rate for such Mortgage
          Loan. The Base Servicing Fee for any Distribution Date
          is subject to adjustment pursuant to Section 3.08(d)
          (with respect to a Realized Loss) or the definition of
          Interest Loss (with respect to the interest portion of
          a Debt Service Reduction).

               Base Servicing Fee Rate: As to any Mortgage Loan,
          the per annum rate identified as such for such Mortgage
          Loan and set forth in the Mortgage Loan Schedule.

               BBA: The British Bankers' Association.

               BIF: The Bank Insurance Fund of the FDIC, or its
          successor in interest.

               Book-Entry Certificate: Any Certificate registered
          in the name of the Depository or its nominee, ownership
          of which is reflected on the books of the Depository or
          on the books of a person maintaining an account with
          such Depository (directly or as an indirect participant
          in accordance with the rules of such Depository). As of
          the Closing Date, each Class of Certificates, other
          than the Class B3, Class B4, Class B5, Class R and
          Class PO Certificates, constitutes a Class of
          Book-Entry Certificates.

               Book-Entry Nominee: As defined in Section 5.02(b).


                                4

<PAGE>

               Business Day: Any day other than a Saturday or a
          Sunday, or a day on which banking institutions in New
          York City or the city in which the Corporate Trust
          Office is located are authorized or obligated by law or
          executive order to be closed.

               Buydown Funds: Funds contributed by the Mortgagor
          or another source in order to reduce the interest
          payments required from the Mortgagor for a specified
          period in specified amounts.

               Buydown Mortgage Loan: Any Mortgage Loan as to
          which the Mortgagor pays less than the full monthly
          payment specified in the Mortgage Note during the
          Buydown Period and the difference between the amount
          paid by the Mortgagor and the amount specified in the
          Mortgage Note is paid from the related Buydown Funds.

               Buydown Period: The period during which Buydown
          Funds are required to be applied to the related Buydown
          Mortgage Loan.

               Certificate: Any one of the certificates signed
          and countersigned by the Trustee in substantially the
          forms attached hereto as Exhibit A.

               Certificate Account: The trust account or accounts
          created and maintained with the Trustee pursuant to
          Section 3.02 and which must be an Eligible Account.

               Certificate Interest Loss: (i) On or prior to the
          Cross-Over Date, any Interest Loss in respect of an
          Excess Loss and (ii) after the Cross-Over Date, any
          Interest Loss, in each case to the extent such Interest
          Loss is allocable to the Certificates in accordance
          with Section 3.08(d) (with respect to a Realized Loss)
          or the definition of Interest Loss (with respect to the
          interest portion of a Debt Service Reduction).

               Certificate Interest Rate: With respect to any
          Class of Certificates, other than any LIBOR
          Certificate, and as of any Distribution Date, the per
          annum fixed rate specified in Section 5.01(b). With
          respect to any Class of LIBOR Certificates, the per
          annum variable rate at any time at which interest
          accrues on the Certificates of such Class, as
          determined pursuant to Section 5.01(e).

               Certificate Owner: With respect to any Book-Entry
          Certificate, the person who is the beneficial owner
          thereof.

               Certificate Principal Balance: As to any
          Certificate other than a Notional Certificate, and as
          of any Distribution Date, the Initial Certificate
          Principal Balance of such Certificate (plus, in the
          case of any Accrual Certificate, its Percentage
          Interest of any related Accrual Amount for each
          previous Distribution Date) less the sum of (i) all
          amounts distributed with respect to such Certificate in
          reduction of the Certificate Principal Balance thereof
          on previous Distribution Dates pursuant to Section
          4.01, (ii) any Realized Losses allocated to such
          Certificate on previous Distribution Dates pursuant to
          Section 4.03(b) and (c), and (iii) in the case of a
          Subordinate Certificate, such Certificate's Percentage
          Interest of the Subordinate Certificate Writedown
          Amount allocated to such Certificate on previous
          Distribution Dates. The Notional Certificates are
          issued without Certificate Principal Balances.


                                5

<PAGE>

               Certificate Register and Certificate Registrar:
          The register maintained and the registrar appointed
          pursuant to Section 5.02.

               Certificateholder or Holder: The person in whose
          name a Certificate is registered in the Certificate
          Register, except that, solely for the purposes of
          giving any consent pursuant to this Agreement, a
          Certificate of any Class to the extent that the Company
          or any affiliate is the Certificate Owner or Holder
          thereof (except to the extent the Company or any
          affiliate thereof shall be the Certificate Owner or
          Holder of all Certificates of such Class), shall be
          deemed not to be outstanding and the Percentage
          Interest (or Voting Rights) evidenced thereby shall not
          be taken into account in determining whether the
          requisite amount of Percentage Interests (or Voting
          Rights) necessary to effect any such consent has been
          obtained; provided, however, that in determining
          whether the Trustee shall be protected in relying on
          such consent only the Certificates that the Trustee
          knows to be so held shall be so disregarded.

               Class: All Certificates bearing the same class
          designation.

               Class B Certificate: Any Class B1, Class B2, Class
          B3, Class B4 or Class B5 Certificate.

               Class Certificate Principal Balance: As to any
          Class of Certificates, other than any Class of Notional
          Certificates, and as of any date of determination, the
          aggregate of the Certificate Principal Balances of all
          Certificates of such Class. The Class Certificate
          Principal Balance of each such Class of Certificates as
          of the Closing Date is specified in Section 5.01(b).

               Class Interest Shortfall: As to any Distribution
          Date and any Class of Certificates (other than any
          Class of Principal Only Certificates or any Class
          consisting of Specified Components) or any Specified
          Component, any amount by which the amount distributed
          to Holders of such Class of Certificates or in respect
          of such Specified Component (or added to the Class
          Certificate Principal Balance of any Class of Accrual
          Certificates or to the Component Principal Balance of
          any Accrual Component constituting a Specified
          Component) on such Distribution Date is less than the
          Accrued Certificate Interest thereon or in respect
          thereof for such Distribution Date. As to any
          Distribution Date and any Class of Certificates
          consisting of Specified Components, the sum of the
          Class Interest Shortfalls for such Components on such
          date.

               Class PO Deferred Amount: As to any Distribution
          Date on or prior to the Cross-Over Date, the aggregate
          of the applicable PO Percentage of the principal
          portion of each Realized Loss, other than any Excess
          Loss, to be allocated to the Class PO Certificates on
          such Distribution Date or previously allocated to the
          Class PO Certificates and not yet paid to the Holders
          of the Class PO Certificates pursuant to Section
          4.01(a)(iv).

               Closing Date: November 25, 1998.


                                6

<PAGE>

               Code: The Internal Revenue Code of 1986, as it may
          be amended from time to time, any successor statutes
          thereto, and applicable U.S. Department of the Treasury
          temporary or final regulations promulgated thereunder.

               COFI: The monthly weighted average cost of funds
          for savings institutions the home offices of which are
          located in Arizona, California, or Nevada that are
          member institutions of the Eleventh Federal Home Loan
          Bank District, as computed from statistics tabulated
          and published by the Federal Home Loan Bank of San
          Francisco in its monthly Information Bulletin.

               COFI Certificates: None.

               COFI Determination Date: As to each Interest
          Accrual Period for any COFI Certificates, the last
          Business Day of the calendar month preceding the
          commencement of such Interest Accrual Period.

               Company: GE Capital Mortgage Services, Inc., a
          corporation organized and existing under the laws of
          the State of New Jersey, or its successor in interest
          or, if any successor servicer is appointed as herein
          provided, then such successor servicer.

               Compensating Interest Payment: With respect to any
          Distribution Date, an amount equal to the aggregate of
          the Interest Shortfalls described in clauses (a) and
          (b) of the definition thereof with respect to such
          Distribution Date; provided, however, that such amount
          shall not exceed the lesser of (i) an amount equal to
          the product of (x) the Pool Scheduled Principal Balance
          with respect to such Distribution Date and (y)
          one-twelfth of 0.125%, and (ii) the aggregate of the
          Base Servicing Fees that the Company would be entitled
          to retain on such Distribution Date (less any portion
          thereof paid as servicing compensation to any Primary
          Servicer) without giving effect to any Compensating
          Interest Payment.

               Component: Any of the components of a Class of
          Component Certificates having the designations and the
          initial Component Principal Balances as follows:

                                        Initial Component
                       Designation      Principal Balance
                       -----------      -----------------
                            N/A              N/A


               Component Certificate: None.

               Component Interest Rate: None.

               Component Principal Balance: As of any
          Distribution Date, and with respect to any Component,
          other than any Notional Component, the initial
          Component Principal Balance thereof (as set forth, as
          applicable, in the definition of Component) (plus, in
          the case of any Accrual Component, any related Accrual
          Amount for each previous Distribution Date) less the
          sum of (x) all amounts distributed in reduction thereof
          on previous Distribution Dates pursuant to Section 4.01
          and (y) the amount of all Realized Losses allocated
          thereto pursuant to Section 4.03(d).


                                7

<PAGE>

               Confirmatory Mortgage Note: With respect to any
          Mortgage Loan, a note or other evidence of indebtedness
          executed by the Mortgagor confirming its obligation
          under the note or other evidence of indebtedness
          previously executed by the Mortgagor upon the
          origination of the related Mortgage Loan.

               Cooperative: A private, cooperative housing
          corporation organized in accordance with applicable
          state laws which owns or leases land and all or part of
          a building or buildings located in the relevant state,
          including apartments, spaces used for commercial
          purposes and common areas therein and whose board of
          directors authorizes, among other things, the sale of
          Cooperative Stock.

               Cooperative Apartment: A dwelling unit in a
          multi-dwelling building owned or leased by a
          Cooperative, which unit the Mortgagor has an exclusive
          right to occupy pursuant to the terms of one or more
          Proprietary Leases.

               Cooperative Loans: Any of the Mortgage Loans made
          in respect of a Cooperative Apartment, evidenced by a
          Mortgage Note and secured by (i) a Security Agreement,
          (ii) the related Cooperative Stock Certificate(s),
          (iii) an assignment of the Proprietary Lease(s), (iv)
          financing statements and (v) a stock power (or other
          similar instrument), and in addition thereto, a
          recognition agreement between the Cooperative and the
          originator of the Cooperative Loan, each of which was
          transferred and assigned to the Trustee pursuant to
          Section 2.01 and are from time to time held as part of
          the Trust Fund. The Mortgage Loans identified in
          Exhibit C hereto are Cooperative Loans.

               Cooperative Stock: With respect to a Cooperative
          Loan, the single outstanding class of stock,
          partnership interest or other ownership instrument in
          the related Cooperative.

               Cooperative Stock Certificate: With respect to a
          Cooperative Loan, the stock certificate(s) or other
          instrument evidencing the related Cooperative Stock.

               Corporate Trust Office: The principal office of
          the Trustee at which at any particular time its
          corporate trust business shall be administered, which
          office at the date of the execution of this instrument
          is located at Two International Place, Boston,
          Massachusetts 02110, Attention: Corporate Trust
          Department.

               Cross-Over Date: The first Distribution Date on
          which the aggregate Class Certificate Principal Balance
          of the Junior Certificates has been reduced to zero
          (giving effect to all distributions on such
          Distribution Date).

               Cut-off Date: November 1, 1998.

               Debt Service Reduction: As to any Mortgage Loan
          and any Determination Date, the excess of (a) the then
          current Monthly Payment for such Mortgage Loan over (b)
          the amount of the monthly payment of principal and
          interest required to be paid by the Mortgagor as
          established by a court of competent jurisdiction as a
          result of a proceeding initiated by or against the
          related Mortgagor under the Bankruptcy Code, as amended
          from time to time (11 U.S.C.).


                                8

<PAGE>

               Defaulted Mortgage Loan: With respect to any
          Determination Date, a Mortgage Loan as to which the
          related Mortgagor has failed to make unexcused payment
          in full of a total of three or more consecutive
          installments of principal and interest, and as to which
          such delinquent installments have not been paid, as of
          the close of business on the last Business Day of the
          month next preceding the month of such Determination
          Date.

               Defective Mortgage Loan: Any Mortgage Loan which
          is required to be purchased by the Company (or which
          the Company may replace with a substitute Mortgage
          Loan) pursuant to Section 2.02 or 2.03(a).

               Deficient Valuation: As to any Mortgage Loan and
          any Determination Date, the excess of (a) the then
          outstanding indebtedness under such Mortgage Loan over
          (b) the valuation by a court of competent jurisdiction
          of the related Mortgaged Property as a result of a
          proceeding initiated by or against the related
          Mortgagor under the Bankruptcy Code, as amended from
          time to time (11 U.S.C.), pursuant to which such
          Mortgagor retained such Mortgaged Property.

               Definitive Certificate: Any Certificate, other
          than a Book-Entry Certificate, issued in definitive,
          fully registered form.

               Definitive Restricted Junior Certificate: Any
          Restricted Junior Certificate that is in the form of a
          Definitive Certificate.

               Depository: The initial Depository shall be The
          Depository Trust Company, the nominee of which is CEDE
          & Co. The Depository shall at all times be a "clearing
          corporation" as defined in Section 8-102(a)(5) of the
          Uniform Commercial Code of the State of New York, as
          amended, or any successor provisions thereto.

               Depository Participant: A broker, dealer, bank or
          other financial institution or other Person for which,
          from time to time, the Depository effects book-entry
          transfers and pledges of securities deposited with such
          Depository.

               Designated Loan Closing Documents: With respect to
          any Designated Loan, a Lost Note Affidavit
          substantially in the form of Exhibit L, and an
          assignment of the related Mortgage to the Trustee in
          recordable form (except for the omission therein of
          recording information concerning such Mortgage).

               Designated Loans: The Mortgage Loans, if any,
          listed on Exhibit M hereto.

               Designated Telerate Page: The Dow Jones Telerate
          Service page 3750 (or such other page as may replace
          page 3750 on that service or such other service as may
          be nominated by the BBA for the purpose of displaying
          the Interest Settlement Rates).

               Determination Date: With respect to any
          Distribution Date, the fifth Business Day prior
          thereto.

               Discount Mortgage Loan: Any Mortgage Loan with a
          Net Mortgage Rate less than 6.25% per annum.


                                9

<PAGE>

               Disqualified Organization: Any of the following:
          (i) the United States, any State or political
          subdivision thereof, or any agency or instrumentality
          of any of the foregoing (including but not limited to
          state pension organizations); (ii) a foreign
          government, International Organization or any agency or
          instrumentality of either of the foregoing; (iii) an
          organization (except certain farmers' cooperatives
          described in Code section 521) which is exempt from tax
          imposed by Chapter 1 of the Code (including the tax
          imposed by section 511 of the Code on unrelated
          business taxable income); and (iv) a rural electric and
          telephone cooperative described in Code section
          1381(a)(2)(C). The terms "United States," "State" and
          "International Organization" shall have the meanings
          set forth in Code section 7701 or successor provisions.
          A corporation will not be treated as an instrumentality
          of the United States or of any State or political
          subdivision thereof for these purposes if all of its
          activities are subject to tax and a majority of its
          board of directors is not selected by such governmental
          unit.

               Distribution Date: The 25th day of each calendar
          month after the month of initial issuance of the
          Certificates, or, if such 25th day is not a Business
          Day, the next succeeding Business Day.

               Distribution Date Statement: The statement
          referred to in Section 4.05(a).

               Document File: As defined in Section 2.01.

               Due Date: The first day of the month of the
          related Distribution Date.

               Eligible Account: An account that is either (i)
          maintained with a depository institution the debt
          obligations of which have been rated by each Rating
          Agency in one of its two highest long-term rating
          categories and has been assigned by S&P its highest
          short-term rating, (ii) an account or accounts the
          deposits in which are fully insured by either the BIF
          or the SAIF, (iii) an account or accounts, in a
          depository institution in which such accounts are
          insured by the BIF or the SAIF (to the limits
          established by the FDIC), the uninsured deposits in
          which accounts are either invested in Permitted
          Investments or are otherwise secured to the extent
          required by the Rating Agencies such that, as evidenced
          by an Opinion of Counsel delivered to the Trustee, the
          Certificateholders have a claim with respect to the
          funds in such account or a perfected first security
          interest against any collateral (which shall be limited
          to Permitted Investments) securing such funds that is
          superior to claims of any other depositors or creditors
          of the depository institution with which such account
          is maintained, (iv) a trust account maintained with the
          corporate trust department of a federal or state
          chartered depository institution or of a trust company
          with trust powers and acting in its fiduciary capacity
          for the benefit of the Trustee hereunder or (v) such
          account as will not cause either Rating Agency to
          downgrade or withdraw its then-current rating assigned
          to the Certificates, as evidenced in writing by the
          Rating Agencies.

               ERISA: The Employee Retirement Income Security Act
          of 1974, as amended.

               ERISA-Restricted Certificate: Any Junior
          Certificate.


                               10

<PAGE>

               Event of Default: An event described in Section
          7.01.

               Excess Bankruptcy Loss: Any Deficient Valuation or
          Debt Service Reduction, or portion thereof, (i)
          occurring after the Bankruptcy Coverage Termination
          Date or (ii) if on such date, in excess of the
          then-applicable Bankruptcy Loss Amount.

               Excess Fraud Loss: Any Fraud Loss, or portion
          thereof, (i) occurring after the Fraud Coverage
          Termination Date or (ii) if on such date, in excess of
          the then-applicable Fraud Loss Amount.

               Excess Loss: Any Excess Bankruptcy Loss, Excess
          Fraud Loss or Excess Special Hazard Loss.

               Excess Special Hazard Loss: Any Special Hazard
          Loss, or portion thereof, (i) occurring after the
          Special Hazard Termination Date or (ii) if on such
          date, in excess of the then-applicable Special Hazard
          Loss Amount.

               FDIC: The Federal Deposit Insurance Corporation,
          or its successor in interest.

               FHLMC: The Federal Home Loan Mortgage Corporation
          or its successor in interest.

               Financial Intermediary: A broker, dealer, bank or
          other financial institution or other Person that clears
          through or maintains a custodial relationship with a
          Depository Participant.

               Fitch: Fitch IBCA, Inc. and its successors.

               Fitch Formula Amount: As to each Anniversary
          Determination Date, the greater of (i) $50,000 and (ii)
          the product of (x) the greatest Assumed Monthly Payment
          Reduction for any Non-Primary Residence Loan whose
          original principal balance was 80% or greater of the
          Original Value thereof, (y) the weighted average
          remaining term to maturity (expressed in months) of all
          the Non-Primary Residence Loans remaining in the
          Mortgage Pool as of such Anniversary Determination
          Date, and (z) the sum of (A) one plus (B) the number of
          all remaining Non-Primary Residence Loans divided by
          the total number of Outstanding Mortgage Loans as of
          such Anniversary Determination Date.

               FNMA: The Federal National Mortgage Association or
          its successor in interest.

               Formula Amount: As to each Anniversary
          Determination Date, the greater of (i) $100,000 and
          (ii) the product of (x) 0.06% and (y) the Scheduled
          Principal Balance of each Mortgage Loan remaining in
          the Mortgage Pool whose original principal balance was
          75% or greater of the Original Value thereof.

               Fraud Coverage Termination Date: The Distribution
          Date upon which the related Fraud Loss Amount has been
          reduced to zero or a negative number (or the Cross-Over
          Date, if earlier).


                               11

<PAGE>

               Fraud Loss: Any Realized Loss attributable to
          fraud in the origination of the related Mortgage Loan.

               Fraud Loss Amount: As of any Distribution Date
          after the Cut-off Date, (x) prior to the first
          anniversary of the Cut-off Date, an amount equal to
          $5,221,027 minus the aggregate amount of Fraud Losses
          that would have been allocated to the Junior
          Certificates in accordance with Section 4.03 in the
          absence of the Loss Allocation Limitation since the
          Cut-off Date, and (y) from the first to the fifth
          anniversary of the Cut-off Date, an amount equal to (1)
          the lesser of (a) the Fraud Loss Amount as of the most
          recent anniversary of the Cut-off Date and (b) 1% (from
          the first to but excluding the third anniversaries of
          the Cut-off Date) or 0.5% (from and including the third
          to but excluding the fifth anniversaries of the Cut-off
          Date) of the aggregate outstanding principal balance of
          all of the Mortgage Loans as of the most recent
          anniversary of the Cut-off Date minus (2) the Fraud
          Losses that would have been allocated to the Junior
          Certificates in accordance with Section 4.03 in the
          absence of the Loss Allocation Limitation since the
          most recent anniversary of the Cut-off Date. As of any
          Distribution Date on or after the fifth anniversary of
          the Cut-off Date the Fraud Loss Amount shall be zero.

               Group I Final Distribution Date: The Distribution
          Date on which the aggregate Certificate Principal
          Balance of the Group I Senior Certificates is reduced
          to zero.

               Group I Senior Certificate: Any Class A1, Class
          A2, Class A4, Class A5, Class A6, Class A7, Class A8,
          Class A9, Class A10, Class A11, Class A12, Class A13 or
          Class R Certificate.

               Group II Senior Certificate: Any Class A3
          Certificate.

               Group II Senior Percentage: With respect to any
          Distribution Date, the percentage (carried to six
          decimal places) obtained by dividing (x) the aggregate
          Certificate Principal Balance of the Group II Senior
          Certificates immediately preceding such Distribution
          Date, by (y) the aggregate Certificate Principal
          Balance of all the Certificates (other than the Class
          PO Certificates) immediately preceding such
          Distribution Date.

               Group II Senior Prepayment Distribution
          Percentage: 0% through the Distribution Date in
          November 2003; 30% thereafter through the Distribution
          Date in November 2004; 40% thereafter through the
          Distribution Date in November 2005; 60% thereafter
          through the Distribution Date in November 2006; 80%
          thereafter through the Distribution Date in November
          2007; and 100% thereafter.

               Group II Senior Principal Distribution Amount:
          With respect to any Distribution Date, the sum of (a)
          the total of the amounts described in clauses (i) and
          (iii) of the definition of Senior Optimal Principal
          Amount (without 


                               12

<PAGE>

          application of the Senior Percentage or
          the Senior Prepayment Percentage) for such date
          multiplied by the Group II Senior Percentage for such
          date and (b) the total of the amounts described in
          clauses (ii), (iv) and (v) of the definition of Senior
          Optimal Principal Amount (without application of the
          Senior Prepayment Percentage) for such date multiplied
          by the product of (x) the Group II Senior Percentage
          for such date and (y) the Group II Senior Prepayment
          Distribution Percentage for such date; provided,
          however, that (i) on the Group I Final Distribution
          Date, the Group II Senior Principal Distribution Amount
          will be increased by any portion of the Senior Optimal
          Principal Amount remaining after distributions of
          principal have been made on the Group I Senior
          Certificates and (ii) following the Group I Final
          Distribution Date, the Group II Senior Principal
          Distribution Amount will equal the Senior Optimal
          Principal Amount.

               Initial Certificate Principal Balance: With
          respect to any Certificate, other than a Notional
          Certificate, the Certificate Principal Balance of such
          Certificate or any predecessor Certificate on the
          Closing Date.

               Initial LIBOR Rate: 5.22% per annum.

               Insurance Proceeds: Proceeds paid pursuant to the
          Primary Insurance Policies, if any, and amounts paid by
          any insurer pursuant to any other insurance policy
          covering a Mortgage Loan.

               Insured Expenses: Expenses covered by the Primary
          Insurance Policies, if any, or any other insurance
          policy or policies applicable to the Mortgage Loans.

               Interest Accrual Period: With respect to any
          Distribution Date and any Class of Certificates (other
          than any Class of Principal Only Certificates) or
          Component, the one-month period ending on the last day
          of the month preceding the month in which such
          Distribution Date occurs.

               Interest Loss: (i) With respect to any Realized
          Loss, the excess of accrued and unpaid interest due on
          the related Mortgage Loan over the amount allocated to
          interest thereon in accordance with Section 3.08(d),
          and (ii) with respect to any Debt Service Reduction and
          any calendar month, the reduction in the amount of
          interest due on the related Mortgage Loan during such
          month as a result of the relevant bankruptcy
          proceeding.

               The amount of any Interest Loss described in
          clause (i) of the preceding paragraph will be allocated
          among the Base Servicing Fee, the Supplemental
          Servicing Fee and the Certificates in accordance with
          Section 3.08(d). The amount of any Interest Loss
          described in clause (ii) of the preceding paragraph
          will be allocated among the Base Servicing Fee, the
          Supplemental Servicing Fee and the Certificates in
          proportion to the amount of interest that would have
          been allocated to the Base Servicing Fee at the Base
          Servicing Fee Rate, the Supplemental Servicing Fee at
          the Supplemental Servicing Fee Rate and interest at the
          Remittance Rate, respectively, in the absence of the
          Debt Service Reduction.

               Interest Settlement Rate: With respect to any
          Interest Accrual Period, the rate (expressed as a
          percentage per annum) for one-month U.S. Dollar
          deposits reported by 


                               13

<PAGE>

          the BBA at 11:00 a.m. London time
          on the related LIBOR Determination Date and as it
          appears on the Designated Telerate Page.

               Interest Shortfall: With respect to any
          Distribution Date and each Mortgage Loan that during
          the related Prepayment Period was the subject of a
          Voluntary Principal Prepayment or constitutes a Relief
          Act Mortgage Loan, an amount determined as follows:

                    (A) partial principal prepayments: one
               month's interest at the applicable Net Mortgage
               Rate on the amount of such prepayment;

                    (B) principal prepayments in full received on
               or after the sixteenth day of the month preceding
               the month of such Distribution Date (or, in the
               case of the first Distribution Date, on or after
               the Cut-off Date) but on or before the last day of
               the month preceding the month of such Distribution
               Date, the difference between (i) one month's
               interest at the applicable Net Mortgage Rate on
               the Scheduled Principal Balance of such Mortgage
               Loan immediately prior to such prepayment and (ii)
               the amount of interest for the calendar month of
               such prepayment (adjusted to the applicable Net
               Mortgage Rate) received at the time of such
               prepayment;

                    (C) principal prepayments in full received by
               the Company (or of which the Company receives
               notice, in the case of a Mortgage Loan serviced by
               a Primary Servicer) on or after the first day but
               on or before the fifteenth day of the month of
               such Distribution Date: none; and

                    (D) Relief Act Mortgage Loans: As to any
               Relief Act Mortgage Loan, the excess of (i) 30
               days' interest (or, in the case of a Principal
               Prepayment in full, interest to the date of
               prepayment) on the Scheduled Principal Balance
               thereof (or, in the case of a Principal Prepayment
               in part, on the amount so prepaid) at the related
               Net Mortgage Rate over (ii) 30 days' interest (or,
               in the case of a Principal Prepayment in full,
               interest to the date of prepayment) on such
               Scheduled Principal Balance (or, in the case of a
               Principal Prepayment in part, on the amount so
               prepaid) at the Net Mortgage Rate required to be
               paid by the Mortgagor as limited by application of
               the Relief Act.

               For purposes of the definitions of Net Interest
          Shortfall and Supplemental Servicing Fee, the amount of
          any Interest Shortfall shall be allocated between the
          Certificates and the Supplemental Servicing Fee in
          proportion to the amount of interest that would have
          been allocated to the Certificates (at the Remittance
          Rate) and the Supplemental Servicing Fee (at the
          Supplemental Servicing Fee Rate), respectively, in the
          absence of such Interest Shortfall.

               Junior Certificate: Any Class M or Class B
          Certificate.

               Junior Optimal Principal Amount: As to any
          Distribution Date, an amount equal to the sum of the
          following (but in no event greater than the aggregate
          Certificate Principal Balance of the Junior
          Certificates immediately prior to such Distribution
          Date):


                               14

<PAGE>

               (i) the Junior Percentage of the applicable Non-PO
          Percentage of the principal portion of each Monthly
          Payment due on the related Due Date on each Outstanding
          Mortgage Loan as of such Due Date as specified in the
          amortization schedule at the time applicable thereto
          (after adjustment for previous Principal Prepayments
          and the principal portion of Debt Service Reductions
          subsequent to the Bankruptcy Coverage Termination Date
          but before any adjustment to such amortization schedule
          by reason of any bankruptcy (other than as aforesaid)
          or similar proceeding or any moratorium or similar
          waiver or grace period);

               (ii) the Junior Prepayment Percentage of the
          applicable Non-PO Percentage of all principal
          prepayments in part received during the related
          Prepayment Period, and 100% of any Senior Optimal
          Principal Amount not distributed to the Senior
          Certificates on such Distribution Date, together with
          the Junior Prepayment Percentage of the applicable
          Non-PO Percentage of the Scheduled Principal Balance of
          each Mortgage Loan which was the subject of a Voluntary
          Principal Prepayment in full during the related
          Prepayment Period;

               (iii) the excess, if any, of (x) the applicable
          Non-PO Percentage of the sum of (A) all Net Liquidation
          Proceeds allocable to principal received during the
          related Prepayment Period (other than in respect of
          Mortgage Loans described in clause (B)) and (B) the
          principal balance of each Mortgage Loan that was
          purchased by an insurer from the Trustee during the
          related Prepayment Period pursuant to the related
          Primary Insurance Policy, over (y) the amount
          distributable pursuant to clause (iii) of the
          definition of Senior Optimal Principal Amount on such
          Distribution Date;

               (iv) the Junior Prepayment Percentage of the
          applicable Non-PO Percentage of the Scheduled Principal
          Balance of each Mortgage Loan which was purchased on
          such Distribution Date pursuant to Section 2.02,
          2.03(a) or 3.16; and

               (v) the Junior Prepayment Percentage of the
          applicable Non-PO Percentage of the Substitution Amount
          for any Mortgage Loan substituted during the month of
          such Distribution Date.

               For purposes of clause (ii) above, a Voluntary
          Principal Prepayment in full with respect to a Mortgage
          Loan serviced by a Primary Servicer shall be deemed to
          have been received when the Company, as servicer,
          receives notice thereof.

               After the Class Certificate Principal Balances of
          the Junior Certificates have been reduced to zero, the
          Junior Optimal Principal Amount shall be zero.

               Junior Percentage: As to any Distribution Date,
          the excess of 100% over the Senior Percentage for such
          Distribution Date.

               Junior Prepayment Percentage: As to any
          Distribution Date, the excess of 100% over the Senior
          Prepayment Percentage for such Distribution Date,
          except that (i) after the aggregate Certificate
          Principal Balance of the Senior Certificates other than
          the Class 


                               15

<PAGE>

          PO Certificates has been reduced to zero, the
          Junior Prepayment Percentage shall be 100%, and (ii)
          after the Cross-Over Date, the Junior Prepayment
          Percentage shall be zero.

               Latest Possible Maturity Date: November 25, 2030.

               LIBOR: With respect to any Interest Accrual
          Period, the per annum rate determined, pursuant to
          Section 5.08, on the basis of the Interest Settlement
          Rate or as otherwise provided in such Section.

               LIBOR Certificate: Any Class A6 or Class A7
          Certificate.

               LIBOR Determination Date: The second London
          Banking Day immediately preceding the commencement of
          each Interest Accrual Period for any LIBOR
          Certificates.

               Liquidated Mortgage Loan: Any defaulted Mortgage
          Loan as to which the Company has determined that all
          amounts which it expects to recover on behalf of the
          Trust Fund from or on account of such Mortgage Loan
          have been recovered, including any Mortgage Loan with
          respect to which the Company determines not to
          foreclose upon the related Mortgaged Property based on
          its belief that such Mortgaged Property may be
          contaminated with or affected by hazardous or toxic
          wastes, materials or substances.

               Liquidation Expenses: Expenses which are incurred
          by the Company in connection with the liquidation of
          any defaulted Mortgage Loan and not recovered by the
          Company under any Primary Insurance Policy for reasons
          other than the Company's failure to comply with Section
          3.05, such expenses including, without limitation,
          legal fees and expenses, and, regardless of when
          incurred, any unreimbursed amount expended by the
          Company pursuant to Section 3.03 or Section 3.06
          respecting the related Mortgage Loan and any related
          and unreimbursed Property Protection Expenses.

               Liquidation Proceeds: Cash (other than Insurance
          Proceeds) received in connection with the liquidation
          of any defaulted Mortgage Loan whether through judicial
          foreclosure or otherwise.

               Loan-to-Value Ratio: With respect to each Mortgage
          Loan, the original principal amount of such Mortgage
          Loan, divided by the Original Value of the related
          Mortgaged Property.

               London Banking Day: Any day on which banks are
          open for dealing in foreign currency and exchange in
          London, England.

               Loss Allocation Limitation: As defined in Section
          4.03(g).

               MLCC: Merrill Lynch Credit Corporation, or its
          successor in interest.

               Monthly Advance: With respect to any Distribution
          Date, the aggregate of the advances required to be made
          by the Company pursuant to Section 4.04(a) (or by the
          Trustee pursuant to Section 4.04(b)) on such
          Distribution Date, the amount of any such 


                               16

<PAGE>

          Monthly Advance being equal to (a) the aggregate of
          payments of principal and interest (adjusted to the
          related Remittance Rate) on the Mortgage Loans that
          were due on the related Due Date, without regard to any
          arrangements entered into by the Company with the
          related Mortgagors pursuant to Section 3.02(a)(ii), and
          delinquent as of the close of business on the Business
          Day next preceding the related Determination Date, less
          (b) the amount of any such payments which the Company
          or the Trustee, as applicable, in its reasonable
          judgment believes will not be ultimately recoverable by
          it either out of late payments by the Mortgagor, Net
          Liquidation Proceeds, Insurance Proceeds, REO Proceeds
          or otherwise. With respect to any Mortgage Loan, the
          portion of any such advance or advances made with
          respect thereto.

               Monthly Payment: The scheduled monthly payment on
          a Mortgage Loan for any month allocable to principal or
          interest on such Mortgage Loan.

               Moody's: Moody's Investors Service, Inc. and its
          successors.

               Mortgage: The mortgage or deed of trust creating a
          first lien on a fee simple interest or leasehold estate
          in real property securing a Mortgage Note.

               Mortgage 100SM Loan: A Mortgage Loan identified on
          Exhibit N hereof that has a Loan-to-Value Ratio at
          origination in excess of 80.00% and that is secured by
          Additional Collateral and does not have a Primary
          Insurance Policy.

               Mortgage File: The mortgage documents listed in
          Section 2.01 pertaining to a particular Mortgage Loan
          and any additional documents required to be added to
          such documents pursuant to this Agreement.

               Mortgage Loan Payment Record: The record
          maintained by the Company pursuant to Section 3.02(b).

               Mortgage Loan Schedule: As of any date of
          determination, the schedule of Mortgage Loans included
          in the Trust Fund. The initial schedule of Mortgage
          Loans as of the Cut-off Date is attached hereto as
          Exhibit C.

               Mortgage Loans: As of any date of determination,
          each of the mortgage loans identified on the Mortgage
          Loan Schedule (as amended pursuant to Section 2.03(b))
          delivered and assigned to the Trustee pursuant to
          Section 2.01 or 2.03(b), and not theretofore released
          from the Trust Fund by the Trustee.

               Mortgage Note: With respect to any Mortgage Loan,
          the note or other evidence of indebtedness (which may
          consist of a Confirmatory Mortgage Note) evidencing the
          indebtedness of a Mortgagor under such Mortgage Loan.

               Mortgage Pool: The aggregate of the Mortgage Loans
          identified in the Mortgage Loan Schedule.

               Mortgage Rate: The per annum rate of interest
          borne by a Mortgage Loan as set forth in the related
          Mortgage Note.



                               17

<PAGE>

               Mortgaged Property: The underlying real property
          securing the Mortgage Loan, or with respect to a
          Cooperative Loan, the related Proprietary Lease and
          Cooperative Stock.

               Mortgagor: With respect to any Mortgage Loan, each
          obligor on the related Mortgage Note.

               Net Interest Shortfall: With respect to any
          Distribution Date, the excess, if any, of the aggregate
          Interest Shortfalls allocable to the Certificates (as
          determined in accordance with the definition of
          Interest Shortfall) for such Distribution Date over any
          Compensating Interest Payment for such date.

               Net Liquidation Proceeds: As to any Liquidated
          Mortgage Loan, the sum of (i) any Liquidation Proceeds
          therefor less the related Liquidation Expenses, and
          (ii) any Insurance Proceeds therefor, other than any
          such Insurance Proceeds applied to the restoration of
          the related Mortgaged Property.

               Net Mortgage Rate: With respect to any Mortgage
          Loan, the related Mortgage Rate less the applicable
          Base Servicing Fee Rate.

               Non-Book-Entry Certificate: Any Certificate other
          than a Book-Entry Certificate.

               Non-Discount Mortgage Loan: Any Mortgage Loan with
          a Net Mortgage Rate greater than or equal to 6.25% per
          annum.

               Non-permitted Foreign Holder: As defined in
          Section 5.02(b).

               Non-PO Percentage: As to any Discount Mortgage
          Loan, a fraction (expressed as a percentage), the
          numerator of which is the Net Mortgage Rate of such
          Discount Mortgage Loan and the denominator of which is
          6.25%. As to any Non-Discount Mortgage Loan, 100%.

               Non-Primary Residence Loan: Any Mortgage Loan
          secured by a Mortgaged Property that is (on the basis
          of representations made by the Mortgagors at
          origination) a second home or investor-owned property.

               Nonrecoverable Advance: All or any portion of any
          Monthly Advance or Monthly Advances previously made by
          the Company (or the Trustee) which, in the reasonable
          judgment of the Company (or, as applicable, the
          Trustee) will not be ultimately recoverable from
          related Net Liquidation Proceeds, Insurance Proceeds,
          REO Proceeds or otherwise. The determination by the
          Company that it has made a Nonrecoverable Advance or
          that any advance, if made, would constitute a
          Nonrecoverable Advance, shall be evidenced by an
          Officer's Certificate of the Company delivered to the
          Trustee and detailing the reasons for such
          determination.

               Non-U.S. Person: As defined in Section 4.02(c).

               Notional Certificate: None.



                               18

<PAGE>

               Notional Component: None.

               Notional Component Balance: None.

               Notional Principal Balance: As to any Distribution
          Date and any Notional Certificate, such Notional
          Certificate's Percentage Interest of the aggregate
          Notional Principal Balance of the Notional Certificates
          of the same Class for such Distribution Date.

               Officer's Certificate: A certificate signed by the
          President, a Senior Vice President or a Vice President
          of the Company and delivered to the Trustee.

               Opinion of Counsel: A written opinion of counsel,
          who may be counsel for the Company; provided, however,
          that any Opinion of Counsel with respect to the
          interpretation or application of the REMIC Provisions
          or the status of an account as an Eligible Account
          shall be the opinion of independent counsel
          satisfactory to the Trustee.

               Original Subordinate Principal Balance: As set
          forth in the definition of Senior Prepayment
          Percentage.

               Original Value: The value of the property
          underlying a Mortgage Loan based, in the case of the
          purchase of the underlying Mortgaged Property, on the
          lower of an appraisal satisfactory to the Company or
          the sales price of such property or, in the case of a
          refinancing, on an appraisal satisfactory to the
          Company.

               Outstanding Mortgage Loan: With respect to any Due
          Date, a Mortgage Loan which, prior to such Due Date,
          was not the subject of a Principal Prepayment in full,
          did not become a Liquidated Mortgage Loan and was not
          purchased pursuant to Section 2.02, 2.03(a) or 3.16 or
          replaced pursuant to Section 2.03(b).

               Outstanding Non-Discount Mortgage Loan: Any
          Outstanding Mortgage Loan that is a Non-Discount
          Mortgage Loan.

               PAC Balance: As to any Distribution Date and any
          Class of PAC Certificates and any PAC Component, the
          balance designated as such for such Distribution Date
          and such Class or Component as set forth in the
          Principal Balance Schedules.

               PAC Certificate: None.

               PAC Component: None.

               Parent PowerSM Loan: A Mortgage Loan identified on
          Exhibit N hereto that has a Loan-to-Value Ratio at
          origination in excess of 80.00%, that is supported by
          Additional Collateral and does not have a Primary
          Insurance Policy.

               Pay-out Rate: With respect to any Class of
          Certificates (other than any Class of Principal Only
          Certificates) and any Distribution Date, the rate at
          which interest is distributed on such Class on such
          Distribution Date and which is equal to a fraction


                               19

<PAGE>

          (expressed as an annualized percentage) the numerator
          of which is the Accrued Certificate Interest for such
          Class and Distribution Date, and the denominator of
          which is the Class Certificate Principal Balance (or,
          in the case of the Notional Certificates, the Notional
          Principal Balance) of such Class immediately prior to
          such Distribution Date.

               Percentage Interest: With respect to any
          Certificate, the percentage interest in the undivided
          beneficial ownership interest in the Trust Fund
          evidenced by Certificates of the same Class as such
          Certificate. With respect to any Certificate, the
          Percentage Interest evidenced thereby shall equal the
          Initial Certificate Principal Balance (or, in the case
          of a Notional Certificate, the initial Notional
          Principal Balance) thereof divided by the aggregate
          Initial Certificate Principal Balance (or, in the case
          of a Notional Certificate, the aggregate initial
          Notional Principal Balance) of all Certificates of the
          same Class.

               Permitted Investments: One or more of the
          following; provided, however, that no such Permitted
          Investment may mature later than the Business Day
          preceding the Distribution Date after such investment
          except as otherwise provided in Section 3.02(e) hereof,
          provided, further, that such investments qualify as
          "cash flow investments" as defined in section
          860G(a)(6) of the Code:

               (i) obligations of, or guaranteed as to timely
          receipt of principal and interest by, the United States
          or any agency or instrumentality thereof when such
          obligations are backed by the full faith and credit of
          the United States;

               (ii) repurchase agreements on obligations
          specified in clause (i) provided that the unsecured
          obligations of the party agreeing to repurchase such
          obligations are at the time rated by each Rating Agency
          in the highest long-term rating category;

               (iii) federal funds, certificates of deposit, time
          deposits and banker's acceptances, of any U.S.
          depository institution or trust company incorporated
          under the laws of the United States or any state
          provided that the debt obligations of such depository
          institution or trust company at the date of acquisition
          thereof have been rated by each Rating Agency in the
          highest long-term rating category;

               (iv) commercial paper of any corporation
          incorporated under the laws of the United States or any
          state thereof which on the date of acquisition has the
          highest short term rating of each Rating Agency; and

               (v) other obligations or securities that are
          acceptable to each Rating Agency as a Permitted
          Investment hereunder and will not, as evidenced in
          writing, result in a reduction or withdrawal in the
          then current rating of the Certificates.

               Notwithstanding the foregoing, Permitted
          Investments shall not include "stripped securities" and
          investments which contractually may return less than
          the purchase price therefor.

               Person: Any legal person, including any
          individual, corporation, partnership, limited liability
          company, joint venture, association, joint-stock
          company, trust, 


                               20

<PAGE>

          unincorporated organization or government or any agency
          or political subdivision thereof.

               Plan: Any Person which is an employee benefit plan
          subject to ERISA or a plan subject to section 4975 of
          the Code.

               Pledged Asset Loan-to-Value Ratio: With respect to
          any Pledged Asset Mortgage Loan, (i) the original loan
          amount less the portion of any required Additional
          Collateral which is covered by the Surety Bond, divided
          by (ii) the Original Value of the related Mortgaged
          Property.

               Pledged Asset Mortgage Loan: Each Mortgage 100SM
          Loan and Parent PowerSM Loan purchased from MLCC that
          is supported by Additional Collateral and identified on
          Exhibit N hereto.

               Pledged Asset Mortgage Servicing Agreement: The
          Amended and Restated Pledged Asset Mortgage Servicing
          Agreement, dated as of June 2, 1998 between MLCC and
          the Company.

               PO Percentage: As to any Discount Mortgage Loan, a
          fraction (expressed as a percentage), the numerator of
          which is the excess of 6.25% over the Net Mortgage Rate
          of such Discount Mortgage Loan and the denominator of
          which is 6.25%. As to any Non-Discount Mortgage Loan,
          0%.

               PO Principal Distribution Amount: As to any
          Distribution Date, an amount equal to the sum of the
          applicable PO Percentage of:

               (i) the principal portion of each Monthly Payment
          due on the related Due Date on each Outstanding
          Mortgage Loan as of such Due Date as specified in the
          amortization schedule at the time applicable thereto
          (after adjustments for previous Principal Prepayments
          and the principal portion of Debt Service Reductions
          subsequent to the Bankruptcy Coverage Termination Date
          but before any adjustment to such amortization schedule
          by reason of any bankruptcy (except as aforesaid) or
          similar proceeding or any moratorium or similar waiver
          or grace period);

               (ii) all principal prepayments in part received
          during the related Prepayment Period, together with the
          Scheduled Principal Balance (as reduced by any
          Deficient Valuation occurring on or prior to the
          Bankruptcy Coverage Termination Date) of each Mortgage
          Loan which was the subject of a Voluntary Principal
          Prepayment in full during the related Prepayment
          Period;

               (iii) the sum of (A) all Net Liquidation Proceeds
          allocable to principal received in respect of each
          Mortgage Loan that became a Liquidated Mortgage Loan
          during the related Prepayment Period (other than
          Mortgage Loans described in clause (B)) and (B) the
          principal balance of each Mortgage Loan purchased by an
          insurer from the Trustee pursuant to the related
          Primary Insurance Policy, in each case during the
          related Prepayment Period;



                               21

<PAGE>

               (iv) the Scheduled Principal Balance (as reduced
          by any Deficient Valuation occurring on or prior to the
          Bankruptcy Coverage Termination Date) of each Mortgage
          Loan which was purchased on such Distribution Date
          pursuant to Section 2.02, 2.03(a) or 3.16; and

               (v) the Substitution Amount for any Mortgage Loan
          substituted during the month of such Distribution Date;
          for purposes of this clause (v), the definition of
          "Substitution Amount" shall be modified to reduce the
          Scheduled Principal Balance of the Mortgage Loan that
          is substituted for by any Deficient Valuation occurring
          on or prior to the Bankruptcy Coverage Termination
          Date.

               For purposes of clause (ii) above, a Voluntary
          Principal Prepayment in full with respect to a Mortgage
          Loan serviced by a Primary Servicer shall be deemed to
          have been received when the Company, as servicer,
          receives notice thereof.

               Pool Scheduled Principal Balance: With respect to
          any Distribution Date, the aggregate Scheduled
          Principal Balance of all the Mortgage Loans that were
          Outstanding Mortgage Loans on the Due Date in the month
          next preceding the month of such Distribution Date (or,
          in the case of the first Distribution Date, the Cut-off
          Date; or, if so specified, such other date).

               Prepayment Assumption: The assumed fixed schedule
          of prepayments on a pool of new mortgage loans with
          such schedule given as a monthly sequence of prepayment
          rates, expressed as annualized percent values. These
          values start at 0.2% per year in the first month,
          increase by 0.2% per year in each succeeding month
          until month 30, ending at 6.0% per year. At such time,
          the rate remains constant at 6.0% per year for the
          balance of the remaining term. Multiples of the
          Prepayment Assumption are calculated from this
          prepayment rate series.

               Prepayment Assumption Multiple: 275% of the
          Prepayment Assumption.

               Prepayment Distribution Trigger: As of any
          Distribution Date and as to each Class of Class B
          Certificates, the related Prepayment Distribution
          Trigger is satisfied if (x) the fraction, expressed as
          a percentage, the numerator of which is the aggregate
          Class Certificate Principal Balance of such Class and
          each Class subordinate thereto, if any, on such
          Distribution Date, and the denominator of which is the
          Pool Scheduled Principal Balance for such Distribution
          Date, equals or exceeds (y) such percentage calculated
          as of the Closing Date.

               Prepayment Interest Excess: As to any Voluntary
          Principal Prepayment in full received from the first
          day through the fifteenth day of any calendar month
          (other than the calendar month in which the Cut-off
          Date occurs), all amounts paid in respect of interest
          on such Principal Prepayment. For purposes of
          determining the amount of Prepayment Interest Excess
          for any month, a Voluntary Principal Prepayment in full
          with respect to a Mortgage Loan serviced by a Primary
          Servicer shall be deemed to have been received when the
          Company, as servicer, receives notice thereof. All
          Prepayment 


                               22

<PAGE>

          Interest Excess shall be retained by the Company, as
          servicer, as additional servicing compensation.

               Prepayment Period: With respect to any
          Distribution Date and any Voluntary Principal
          Prepayment in part or other Principal Prepayment other
          than a Voluntary Principal Prepayment in full, the
          calendar month preceding the month of such Distribution
          Date; with respect to any Distribution Date and any
          Voluntary Principal Prepayment in full, the period
          beginning on the sixteenth day of the calendar month
          preceding the month of such Distribution Date (or, in
          the case of the first Distribution Date, beginning on
          the Cut-off Date) and ending on the fifteenth day of
          the month in which such Distribution Date occurs.

               Primary Insurance Policy: The certificate of
          private mortgage insurance relating to a particular
          Mortgage Loan, or an electronic screen print setting
          forth the information contained in such certificate of
          private mortgage insurance, including, without
          limitation, information relating to the name of the
          mortgage insurance carrier, the certificate number, the
          loan amount, the property address, the effective date
          of coverage, the amount of coverage and the expiration
          date of the policy. Each such policy covers defaults by
          the Mortgagor, which coverage shall equal the portion
          of the unpaid principal balance of the related Mortgage
          Loan that exceeds 75% (or such lesser coverage required
          or permitted by FNMA or FHLMC) of the Original Value of
          the underlying Mortgaged Property.

               Primary Servicer: Any servicer with which the
          Company has entered into a servicing agreement, as
          described in Section 3.01(f).

               Principal Balance Schedules: Any principal balance
          schedules attached hereto, if applicable, as Exhibit B,
          setting forth the PAC Balances of any PAC Certificates
          and PAC Components, the TAC Balances of any TAC
          Certificates and TAC Components, and the Scheduled
          Balances of any Scheduled Certificates and Scheduled
          Components.

               Principal Only Certificate: Any Class A9, Class
          A11 or Class PO Certificate.

               Principal Only Component: None.

               Principal Prepayment: Any payment or other
          recovery of principal on a Mortgage Loan (including,
          for this purpose, any refinancing permitted by Section
          3.01 and any REO Proceeds treated as such pursuant to
          Section 3.08(b)) which is received in advance of its
          scheduled Due Date and is not accompanied by an amount
          of interest representing scheduled interest for any
          month subsequent to the month of prepayment.

               Private Placement Memorandum: The private
          placement memorandum relating to the Restricted Junior
          Certificates dated November 20, 1998.

               Prohibited Transaction Exemption: U.S. Department
          of Labor Prohibited Transaction Exemption 90-29, 55
          Fed. Reg. 21459, May 24, 1990.

               Property Protection Expenses: With respect to any
          Mortgage Loan, expenses paid or incurred by or for the
          account of the Company in accordance with the related


                               23

<PAGE>

          Mortgage for (a) real estate property taxes and
          property repair, replacement, protection and
          preservation expenses and (b) similar expenses
          reasonably paid or incurred to preserve or protect the
          value of such Mortgage to the extent the Company is not
          reimbursed therefor pursuant to the Primary Insurance
          Policy, if any, or any other insurance policy with
          respect thereto.

               Proprietary Lease: With respect to a Cooperative
          Loan, the proprietary lease(s) or occupancy agreement
          with respect to the Cooperative Apartment occupied by
          the Mortgagor and relating to the related Cooperative
          Stock, which lease or agreement confers an exclusive
          right to the holder of such Cooperative Stock to occupy
          such apartment.

               Purchase Price: With respect to any Mortgage Loan
          required or permitted to be purchased hereunder from
          the Trust Fund, an amount equal to 100% of the unpaid
          principal balance thereof plus interest thereon at the
          applicable Mortgage Rate from the date to which
          interest was last paid to the first day of the month in
          which such purchase price is to be distributed;
          provided, however, that if the Company is the servicer
          hereunder, such purchase price shall be net of
          unreimbursed Monthly Advances with respect to such
          Mortgage Loan, and the interest component of the
          Purchase Price may be computed on the basis of the
          Remittance Rate for such Mortgage Loan.

               QIB: A "qualified institutional buyer" as defined
          in Rule 144A under the Securities Act of 1933, as
          amended.

               Rating Agency: Any statistical credit rating
          agency, or its successor, that rated any of the
          Certificates at the request of the Company at the time
          of the initial issuance of the Certificates. If such
          agency or a successor is no longer in existence,
          "Rating Agency" shall be such statistical credit rating
          agency, or other comparable Person, designated by the
          Company, notice of which designation shall be given to
          the Trustee. References herein to the two highest
          long-term rating categories of a Rating Agency shall
          mean such ratings without any modifiers. As of the date
          of the initial issuance of the Certificates, the Rating
          Agencies are Fitch and S&P; except that for purposes of
          the Junior Certificates, other than the Class B5
          Certificates, Fitch shall be the sole Rating Agency.
          The Class B5 Certificates are issued without ratings.

               Realized Loss: Any (i) Deficient Valuation or (ii)
          as to any Liquidated Mortgage Loan, (x) the unpaid
          principal balance of such Liquidated Mortgage Loan plus
          accrued and unpaid interest thereon at the Net Mortgage
          Rate through the last day of the month of such
          liquidation less (y) the related Liquidation Proceeds
          and Insurance Proceeds (as reduced by the related
          Liquidation Expenses).

               Record Date: The last Business Day of the month
          immediately preceding the month of the related
          Distribution Date.

               Reference Banks: As defined in Section 5.08.

               Relief Act: The Soldiers' and Sailors' Civil
          Relief Act of 1940, as amended.


                               24

<PAGE>

               Relief Act Mortgage Loan: Any Mortgage Loan as to
          which the Monthly Payment thereof has been reduced due
          to the application of the Relief Act.

               REMIC: A "real estate mortgage investment conduit"
          within the meaning of section 860D of the Code.

               REMIC Provisions: Provisions of the federal income
          tax law relating to real estate mortgage investment
          conduits, which appear at sections 860A through 860G of
          Part IV of Subchapter M of Chapter 1 of the Code, and
          related provisions, and U.S. Office of the Treasury
          temporary or final regulations promulgated thereunder,
          as the foregoing may be in effect from time to time, as
          well as provisions of applicable state laws.

               Remittance Rate: With respect to any Mortgage
          Loan, the related Mortgage Rate less the sum of the
          applicable Base Servicing Fee Rate and the Supplemental
          Servicing Fee Rate.

               REO Mortgage Loan: Any Mortgage Loan which is not
          a Liquidated Mortgage Loan and as to which the related
          Mortgaged Property is held as part of the Trust Fund.

               REO Proceeds: Proceeds, net of any related
          expenses of the Company, received in respect of any REO
          Mortgage Loan (including, without limitation, proceeds
          from the rental of the related Mortgaged Property).

               Required Surety Payment: With respect to any
          Pledged Asset Mortgage Loan that becomes a Liquidated
          Mortgage Loan, the lesser of (i) the principal portion
          of the Realized Loss with respect to such Mortgage Loan
          and (ii) the excess, if any, of (a) the amount of
          Additional Collateral required at origination with
          respect to such Mortgage Loan which is covered by the
          Surety Bond over (b) the net proceeds realized by MLCC
          from the liquidation of the related Additional
          Collateral.

               Reserve Fund: None.

               Reserve Interest Rate: As defined in Section 5.08.

               Residual Certificate: Any Class R Certificate.

               Responsible Officer: When used with respect to the
          Trustee, any officer or assistant officer assigned to
          and working in the Corporate Trust Department of the
          Trustee and, also, with respect to a particular matter,
          any other officer to whom such matter is referred
          because of such officer's knowledge of and familiarity
          with the particular subject.

               Restricted Certificate: Any Restricted Junior
          Certificate or Class PO Certificate.

               Restricted Junior Certificate: Any Class B3, Class
          B4 or Class B5 Certificate.


                               25

<PAGE>

               S&P: Standard & Poor's Ratings Services, a
          division of The McGraw-Hill Companies, Inc., and its
          successors.

               SAIF: The Savings Association Insurance Fund of
          the FDIC, or its successor in interest.

               Scheduled Balance: As to any Distribution Date and
          any Class of Scheduled Certificates and any Scheduled
          Component, the balance designated as such for such
          Distribution Date and such Class or Component as set
          forth in the Principal Balance Schedules.

               Scheduled Certificate: None.

               Scheduled Component: None.

               Scheduled Principal Balance: As to any Mortgage
          Loan and Distribution Date, the principal balance of
          such Mortgage Loan as of the Due Date in the month next
          preceding the month of such Distribution Date (or, if
          so specified, such other date) as specified in the
          amortization schedule at the time relating to such
          Mortgage Loan (before any adjustment to such
          amortization schedule by reason of any bankruptcy or
          similar proceeding or any moratorium or similar waiver
          or grace period) after giving effect to any previous
          Principal Prepayments, Deficient Valuations incurred
          subsequent to the Bankruptcy Coverage Termination Date,
          adjustments due to the application of the Relief Act
          and the payment of principal due on such Due Date,
          irrespective of any delinquency in payment by the
          related Mortgagor. As to any Mortgage Loan and the
          Cut-off Date, the "unpaid balance" thereof specified in
          the initial Mortgage Loan Schedule.

               Security Agreement: With respect to a Cooperative
          Loan, the agreement creating a security interest in
          favor of the originator in the related Cooperative
          Stock and Proprietary Lease.

               Senior Certificate: Any Certificate other than a
          Junior Certificate.

               Senior Certificate Principal Balance: As of any
          Distribution Date, an amount equal to the sum of the
          Certificate Principal Balances of the Senior
          Certificates (other than any Class PO Certificates).

               Senior Optimal Principal Amount: As to any
          Distribution Date, an amount equal to the sum of:

               (i) the Senior Percentage of the applicable Non-PO
          Percentage of the principal portion of each Monthly
          Payment due on the related Due Date on each Outstanding
          Mortgage Loan as of such Due Date as specified in the
          amortization schedule at the time applicable thereto
          (after adjustments for previous Principal Prepayments
          and the principal portion of Debt Service Reductions
          subsequent to the Bankruptcy Coverage Termination Date
          but before any adjustment to such amortization schedule
          by reason of any bankruptcy (except as aforesaid) or
          similar proceeding or any moratorium or similar waiver
          or grace period);


                               26

<PAGE>

               (ii) the Senior Prepayment Percentage of the
          applicable Non-PO Percentage of all principal
          prepayments in part received during the related
          Prepayment Period, together with the Senior Prepayment
          Percentage of the applicable Non-PO Percentage of the
          Scheduled Principal Balance of each Mortgage Loan which
          was the subject of a Voluntary Principal Prepayment in
          full during the related Prepayment Period;

               (iii) the lesser of (x) the Senior Percentage of
          the applicable Non-PO Percentage of the sum of (A) the
          Scheduled Principal Balance of each Mortgage Loan that
          became a Liquidated Mortgage Loan (other than Mortgage
          Loans described in clause (B)) during the related
          Prepayment Period and (B) the Scheduled Principal
          Balance of each Mortgage Loan that was purchased by an
          insurer from the Trustee during the related Prepayment
          Period pursuant to the related Primary Insurance
          Policy, as reduced in each case by the Senior
          Percentage of the applicable Non-PO Percentage of the
          principal portion of any Excess Losses (other than
          Excess Bankruptcy Losses attributable to Debt Service
          Reductions), and (y) the Senior Prepayment Percentage
          of the applicable Non-PO Percentage of the sum of (A)
          all Net Liquidation Proceeds allocable to principal
          received in respect of each such Liquidated Mortgage
          Loan (other than Mortgage Loans described in clause
          (B)) and (B) the principal balance of each such
          Mortgage Loan purchased by an insurer from the Trustee
          pursuant to the related Primary Insurance Policy, in
          each case during the related Prepayment Period;

               (iv) the Senior Prepayment Percentage of the
          applicable Non-PO Percentage of the Scheduled Principal
          Balance of each Mortgage Loan which was purchased on
          such Distribution Date pursuant to Section 2.02,
          2.03(a) or 3.16; and

               (v) the Senior Prepayment Percentage of the
          applicable Non-PO Percentage of the Substitution Amount
          for any Mortgage Loan substituted during the month of
          such Distribution Date.

               For purposes of clause (ii) above, a Voluntary
          Principal Prepayment in full with respect to a Mortgage
          Loan serviced by a Primary Servicer shall be deemed to
          have been received when the Company, as servicer,
          receives notice thereof.

               Senior Percentage: As to any Distribution Date,
          the lesser of (i) 100% and (ii) the percentage (carried
          to six places rounded up) obtained by dividing the
          Senior Certificate Principal Balance immediately prior
          to such Distribution Date by an amount equal to the sum
          of the Certificate Principal Balances of all the
          Certificates other than any Class PO Certificates
          immediately prior to such Distribution Date.

               Senior Prepayment Percentage: For any Distribution
          Date occurring prior to the fifth anniversary of the
          first Distribution Date, 100%. For any Distribution
          Date occurring on or after the fifth anniversary of the
          first Distribution Date, an amount as follows:

               (i) for any Distribution Date subsequent to
          November 2003 to and including the Distribution Date in
          November 2004, the Senior Percentage for such
          Distribution Date plus 70% of the Junior Percentage for
          such Distribution Date;


                               27

<PAGE>

               (ii) for any Distribution Date subsequent to
          November 2004 to and including the Distribution Date in
          November 2005, the Senior Percentage for such
          Distribution Date plus 60% of the Junior Percentage for
          such Distribution Date;

               (iii) for any Distribution Date subsequent to
          November 2005 to and including the Distribution Date in
          November 2006, the Senior Percentage for such
          Distribution Date plus 40% of the Junior Percentage for
          such Distribution Date;

               (iv) for any Distribution Date subsequent to
          November 2006 to and including the Distribution Date in
          November 2007, the Senior Percentage for such
          Distribution Date plus 20% of the Junior Percentage for
          such Distribution Date; and

               (v) for any Distribution Date thereafter, the
          Senior Percentage for such Distribution Date.

               Notwithstanding the foregoing, if on any
          Distribution Date the Senior Percentage exceeds the
          Senior Percentage as of the Closing Date, the Senior
          Prepayment Percentage for such Distribution Date will
          equal 100%.

               In addition, notwithstanding the foregoing, no
          reduction of the Senior Prepayment Percentage below the
          level in effect for the most recent prior period as set
          forth in clauses (i) through (iv) above shall be
          effective on any Distribution Date unless at least one
          of the following two tests is satisfied:

               Test I: If, as of the last day of the month
          preceding such Distribution Date, (i) the aggregate
          Scheduled Principal Balance of Mortgage Loans
          delinquent 60 days or more (including for this purpose
          any Mortgage Loans in foreclosure and REO Mortgage
          Loans) as a percentage of the aggregate Class
          Certificate Principal Balance of the Junior
          Certificates as of such date, does not exceed 50%, and
          (ii) cumulative Realized Losses with respect to the
          Mortgage Loans do not exceed (a) 30% of the aggregate
          Class Certificate Principal Balance of the Junior
          Certificates as of the Closing Date (the "Original
          Subordinate Principal Balance") if such Distribution
          Date occurs between and including December 2003 and
          November 2004, (b) 35% of the Original Subordinate
          Principal Balance if such Distribution Date occurs
          between and including December 2004 and November 2005,
          (c) 40% of the Original Subordinate Principal Balance
          if such Distribution Date occurs between and including
          December 2005 and November 2006, (d) 45% of the
          Original Subordinate Principal Balance if such
          Distribution Date occurs between and including December
          2006 and November 2007 and (e) 50% of the Original
          Subordinate Principal Balance if such Distribution Date
          occurs during or after December 2007; or

               Test II: If, as of the last day of the month
          preceding such Distribution Date, (i) the aggregate
          Scheduled Principal Balance of Mortgage Loans
          delinquent 60 days or more (including for this purpose
          any Mortgage Loans in foreclosure and REO Mortgage
          Loans) averaged over the last three months, as a
          percentage of the aggregate Scheduled Principal Balance
          of Mortgage Loans averaged over the last three months,
          does not exceed 4%, and (ii) cumulative Realized Losses
          with respect to the Mortgage Loans do 


                               28

<PAGE>

          not exceed (a) 10% of the Original Subordinate
          Principal Balance if such Distribution Date occurs
          between and including December 2003 and November 2004,
          (b) 15% of the Original Subordinate Principal Balance
          if such Distribution Date occurs between and including
          December 2004 and November 2005, (c) 20% of the
          Original Subordinate Principal Balance if such
          Distribution Date occurs between and including December
          2005 and November 2006, (d) 25% of the Original
          Subordinate Principal Balance if such Distribution Date
          occurs between and including December 2006 and November
          2007, and (e) 30% of the Original Subordinate Principal
          Balance if such Distribution Date occurs during or
          after December 2007.

               Servicer's Certificate: A certificate, completed
          by and executed on behalf of the Company by a Servicing
          Officer in accordance with Section 4.06, substantially
          in the form of Exhibit D hereto or in such other form
          as the Company and the Trustee shall agree.

               Servicing Fee: As to any Mortgage Loan and
          Distribution Date, the sum of (a) the Base Servicing
          Fee and (b) the Supplemental Servicing Fee.

               Servicing Officer: Any officer of the Company
          involved in, or responsible for, the administration and
          servicing of the Mortgage Loans whose name appears on a
          list of servicing officers attached to an Officer's
          Certificate furnished to the Trustee by the Company, as
          such list may from time to time be amended.

               Single Certificate: A Certificate with an Initial
          Certificate Principal Balance, or initial Notional
          Principal Balance, of $1,000 or, in the case of a Class
          of Certificates issued with an initial Class
          Certificate Principal Balance or initial Notional
          Principal Balance of less than $1,000, such lesser
          amount.

               Special Event Loss: Any Fraud Loss, Special Hazard
          Loss or Deficient Valuation.

               Special Hazard Loss: (i) A Realized Loss suffered
          by a Mortgaged Property on account of direct physical
          loss, exclusive of (a) any loss covered by a hazard
          policy or a flood insurance policy required to be
          maintained in respect of such Mortgaged Property under
          Section 3.06 and (b) any loss caused by or resulting
          from:

                    (A) normal wear and tear;

                    (B) conversion or other dishonest act on the
               part of the Trustee, the Company or any of their
               agents or employees; or

                    (C) errors in design, faulty workmanship or
               faulty materials, unless the collapse of the
               property or a part thereof ensues;

               or (ii) any Realized Loss suffered by the Trust
          Fund arising from or related to the presence or
          suspected presence of hazardous wastes or hazardous
          substances on a Mortgaged Property unless such loss to
          a Mortgaged Property is covered by a hazard 


                               29

<PAGE>

          policy or a flood insurance policy required to be
          maintained in respect of such Mortgaged Property under
          Section 3.06.

               Special Hazard Loss Amount: As of any Distribution
          Date, an amount equal to $5,221,027 minus the sum of
          (i) the aggregate amount of Special Hazard Losses that
          would have been allocated to the Junior Certificates in
          accordance with Section 4.03 in the absence of the Loss
          Allocation Limitation and (ii) the Adjustment Amount
          (as defined below) as most recently calculated. On each
          anniversary of the Cut-off Date, the "Adjustment
          Amount" shall be equal to the amount, if any, by which
          the amount calculated in accordance with the preceding
          sentence (without giving effect to the deduction of the
          Adjustment Amount for such anniversary) exceeds the
          lesser of (x) the greater of (A) the product of the
          Special Hazard Percentage for such anniversary
          multiplied by the outstanding principal balance of all
          the Mortgage Loans on the Distribution Date immediately
          preceding such anniversary and (B) twice the
          outstanding principal balance of the Mortgage Loan
          which has the largest outstanding principal balance on
          the Distribution Date immediately preceding such
          anniversary, and (y) an amount calculated by the
          Company and approved by each Rating Agency, which
          amount shall not be less than $500,000.

               Special Hazard Percentage: As of each anniversary
          of the Cut-off Date, the greater of (i) 1.00% and (ii)
          the largest percentage obtained by dividing (x) the
          aggregate outstanding principal balance (as of the
          immediately preceding Distribution Date) of the
          Mortgage Loans secured by Mortgaged Properties located
          in a single, five-digit zip code area in the State of
          California by (y) the outstanding principal balance of
          all the Mortgage Loans as of the immediately preceding
          Distribution Date.

               Special Hazard Termination Date: The Distribution
          Date upon which the Special Hazard Loss Amount has been
          reduced to zero or a negative number (or the Cross-Over
          Date, if earlier).

               Specified Component: None.

               Startup Day: As defined in Section 2.05(b).

               Subordinate Certificates: As to any date of
          determination, first, the Class B5 Certificates until
          the Class Certificate Principal Balance thereof has
          been reduced to zero; second, the Class B4 Certificates
          until the Class Certificate Principal Balance thereof
          has been reduced to zero; third, the Class B3
          Certificates until the Class Certificate Principal
          Balance thereof has been reduced to zero; fourth, the
          Class B2 Certificates until the Class Certificate
          Principal Balance thereof has been reduced to zero;
          fifth, the Class B1 Certificates until the Class
          Certificate Principal Balance thereof has been reduced
          to zero; and sixth, the Class M Certificates until the
          Class Certificate Principal Balance thereof has been
          reduced to zero.

               Subordinate Certificate Writedown Amount: As to
          any Distribution Date, first, any amount distributed to
          the Class PO Certificates on such Distribution Date
          pursuant to Section 4.01(a)(iv) and second, after
          giving effect to the application of clause first above,


                               30

<PAGE>

          the amount by which (i) the sum of the Class
          Certificate Principal Balances of all the Certificates
          (after giving effect to the distribution of principal
          and the application of Realized Losses in reduction of
          the Certificate Principal Balances of the related
          Certificates on such Distribution Date) exceeds (ii)
          the Pool Scheduled Principal Balance on the first day
          of the month of such Distribution Date less any
          Deficient Valuations occurring on or prior to the
          Bankruptcy Coverage Termination Date.

               Substitution Amount: With respect to any Mortgage
          Loan substituted pursuant to Section 2.03(b), the
          excess of (x) the Scheduled Principal Balance of the
          Mortgage Loan that is substituted for, over (y) the
          Scheduled Principal Balance of the related substitute
          Mortgage Loan, each balance being determined as of the
          date of substitution.

               Supplemental Servicing Fee: As to any Mortgage
          Loan and Distribution Date, an amount equal to the
          product of (i) the Scheduled Principal Balance of such
          Mortgage Loan as of the Due Date in the preceding
          calendar month and (ii) the Supplemental Servicing Fee
          Rate for such Mortgage Loan. The Supplemental Servicing
          Fee for any Distribution Date shall be reduced by its
          allocable share of Interest Shortfalls (as provided in
          the definition thereof) and any Interest Losses (in
          accordance with Section 3.08(d)).

               Supplemental Servicing Fee Rate: As to any
          Mortgage Loan and Distribution Date, a fixed rate per
          annum equal to the excess, if any, of the Net Mortgage
          Rate thereof over 6.25%.

               Surety: Ambac Assurance Corporation, or its
          successors in interest.

               Surety Bond: The Limited Purpose Surety Bond
          (Policy No. AB0039BE), dated February 28, 1996, issued
          by the Surety for the benefit of certain beneficiaries,
          including the Trustee for the benefit of the Holders of
          the Certificates, but only to the extent that such
          Limited Purpose Surety Bond covers any Pledged Asset
          Mortgage Loans.

               TAC Balance: As to any Distribution Date and any
          Class of TAC Certificates and any TAC Component, the
          balance designated as such for such Distribution Date
          and such Class or Component as set forth in the
          Principal Balance Schedules attached as Exhibit B
          hereto.

               TAC Certificates: None.

               TAC Component: None.

               Trigger Event: Any one or more of the following:
          (i) if the Company is not a wholly-owned direct or
          indirect subsidiary of General Electric Company or if
          General Electric Capital Corporation shall not own
          (directly or indirectly) at least two-thirds of the
          voting shares of the capital stock of the Company, (ii)
          if the long-term senior unsecured rating of General
          Electric Capital Corporation is downgraded or withdrawn
          by Fitch or S&P below their two highest rating
          categories, (iii) if General Electric Capital
          Corporation is no longer obligated pursuant to the
          terms of the support agreement, dated as of October 1,
          1990, between General Electric Capital Corporation and
          the Company,


                               31

<PAGE>

          to maintain the Company's net worth or liquidity (as
          such terms are defined therein) at the levels specified
          therein, or if such support agreement, including any
          amendment thereto, has been breached, terminated or
          otherwise held to be unenforceable and (iv) if such
          support agreement, including any amendment thereto, is
          amended or modified.

               Trust Fund: The corpus of the trust created by
          this Agreement evidenced by the Certificates and
          consisting of:

               (i) the Mortgage Loans;

               (ii) all payments on or collections in respect of
          such Mortgage Loans, except as otherwise described in
          the first paragraph of Section 2.01, including the
          proceeds from the liquidation of any Additional
          Collateral for any Pledged Asset Mortgage Loan;

               (iii) the obligation of the Company to deposit in
          the Certificate Account the amounts required by
          Sections 3.02(d), 3.02(e) and 4.04(a), and the
          obligation of the Trustee to deposit in the Certificate
          Account any amount required pursuant to Section
          4.04(b);

               (iv) the obligation of the Company to purchase or
          replace any Defective Mortgage Loan pursuant to Section
          2.02 or 2.03;

               (v) all property acquired by foreclosure or deed
          in lieu of foreclosure with respect to any REO Mortgage
          Loan;

               (vi) the proceeds of the Primary Insurance
          Policies, if any, and the hazard insurance policies
          required by Section 3.06, in each case, in respect of
          the Mortgage Loans, and the Company's interest in the
          Surety Bond transferred to the Trustee pursuant to
          Section 2.01;

               (vii) the Certificate Account established pursuant
          to Section 3.02(d);

               (viii) the Eligible Account or Accounts, if any,
          established pursuant to Section 3.02(e);

               (ix) any collateral funds established to secure
          the obligations of the Holder of the Class B4 and Class
          B5 Certificates, respectively, under any agreements
          entered into between such holder and the Company
          pursuant to Section 3.08(e) (which collateral funds
          will not constitute a part of any REMIC established
          hereunder); and

               (x) all rights of the Company as assignee under
          any security agreements, pledge agreements or
          guarantees relating to the Additional Collateral
          supporting any Pledged Asset Mortgage Loan.

               Trustee: The institution executing this Agreement
          as Trustee, or its successor in interest, or if any
          successor trustee is appointed as herein provided, then
          such successor trustee so appointed.


                               32

<PAGE>

               Unanticipated Recovery: As defined in Section
          4.01(e) herein.

               Uninsured Cause: Any cause of damage to property
          subject to a Mortgage such that the complete
          restoration of the property is not fully reimbursable
          by the hazard insurance policies required to be
          maintained pursuant to Section 3.06.

               Unpaid Class Interest Shortfall: As to any
          Distribution Date and any Class of Certificates (other
          than any Class of Principal Only Certificates and any
          Class consisting of Specified Components) or any
          Specified Component (other than any Principal Only
          Component), the amount, if any, by which the aggregate
          of the Class Interest Shortfalls for such Class or in
          respect of such Specified Component for prior
          Distribution Dates is in excess of the aggregate
          amounts distributed on prior Distribution Dates to
          Holders of such Class of Certificates or in respect of
          such Specified Component (or added to the Class
          Certificate Principal Balance of any Class of Accrual
          Certificates, or to the Component Principal Balance of
          any Accrual Component constituting a Specified
          Component) pursuant to Section 4.01(a)(ii), in the case
          of the Senior Certificates (other than any Class of
          Principal Only Certificates) and any Specified
          Component thereof (other than any Principal Only
          Component), Section 4.01(a)(vi), in the case of the
          Class M Certificates, Section 4.01(a)(ix), in the case
          of the Class B1 Certificates, Section 4.01(a)(xii), in
          the case of the Class B2 Certificates, Section
          4.01(a)(xv), in the case of the Class B3 Certificates,
          Section 4.01(a)(xviii), in the case of the Class B4
          Certificates, and Section 4.01(a)(xxi), in the case of
          the Class B5 Certificates. As to any Class of
          Certificates consisting of Specified Components and any
          Distribution Date, the sum of the Unpaid Class Interest
          Shortfalls for the Specified Components thereof on such
          date.

               Voluntary Principal Prepayment: With respect to
          any Distribution Date, any prepayment of principal
          received from the related Mortgagor on a Mortgage Loan.

               Voting Rights: The portion of the voting rights of
          all the Certificates that is allocated to any
          Certificate for purposes of the voting provisions of
          Section 10.01. Voting Rights shall be allocated among
          the Classes (and among the Certificates within each
          Class of Certificates) in proportion to their Class
          Certificate Principal Balances (or Certificate
          Principal Balances or Notional Principal Balances), as
          the case may be.

                           ARTICLE II

  CONVEYANCE OF MORTGAGE LOANS; ORIGINAL ISSUANCE OF CERTIFICATES

      Section 2.01. Conveyance of Mortgage Loans. (a) The
Company, concurrently with the execution and delivery of this
Agreement, does hereby transfer, assign, set-over and otherwise
convey to the Trustee without recourse (except as provided
herein) all the right, title and interest of the Company in and
to the Mortgage Loans, including all interest and principal
received by the Company on or with respect to the Mortgage Loans
(other than payments of principal and interest due and payable on
the Mortgage Loans on or before, and all Principal Prepayments
received before, the Cut-off Date).


                               33

<PAGE>

           In addition, with respect to any Pledged Asset
Mortgage Loan, the Company does hereby transfer, assign, set-over
and otherwise convey to the Trustee without recourse (except as
provided herein) (i) its rights as assignee under any security
agreements, pledge agreements or guarantees relating to the
Additional Collateral supporting any Pledged Asset Mortgage Loan,
(ii) its security interest in and to any Additional Collateral,
(iii) its right to receive payments in respect of any Pledged
Asset Mortgage Loan pursuant to the Pledged Asset Mortgage
Servicing Agreement, and (iv) its rights as beneficiary under the
Surety Bond in respect of any Pledged Asset Mortgage Loan.

     (b) In connection with such transfer and assignment, the
Company does hereby deliver to the Trustee the following
documents or instruments with respect to:

          (1) Each Mortgage Loan (other than any Cooperative Loan
     or Designated Loan) so transferred and assigned:

               (i) The Mortgage Note, endorsed without recourse
          in blank by the Company, including all intervening
          endorsements showing a complete chain of endorsement
          from the originator to the Company; provided, however,
          that if such Mortgage Note is a Confirmatory Mortgage
          Note, such Confirmatory Mortgage Note may be payable
          directly to the Company or may show a complete chain of
          endorsement from the named payee to the Company;

               (ii) Any assumption and modification agreement;

               (iii) An assignment in recordable form (which may
          be included in a blanket assignment or assignments) of
          the Mortgage to the Trustee; and

          (2) Each Cooperative Loan (other than a Designated
     Loan) so transferred and assigned:

               (i) The Mortgage Note, endorsed without recourse
          in blank by the Company and showing an unbroken chain
          of endorsements from the originator to the Company;
          provided, however, that if such Mortgage Note is a
          Confirmatory Mortgage Note, such Confirmatory Mortgage
          Note may be payable directly to the Company or may show
          a complete chain of endorsement from the named payee to
          the Company;

               (ii) A counterpart of the Proprietary Lease and
          the Assignment of Proprietary Lease executed in blank
          or to the originator of the Cooperative Loan;

               (iii) The related Cooperative Stock Certificate,
          together with an undated stock power (or other similar
          instrument) executed in blank;

               (iv) A counterpart of the recognition agreement by
          the Cooperative of the interests of the mortgagee with
          respect to the related Cooperative Loan;

               (v) The Security Agreement;


                               34

<PAGE>

               (vi) Copies of the original UCC-1 financing
          statement, and any continuation statements, filed by
          the originator of such Cooperative Loan as secured
          party, each with evidence of recording thereof,
          evidencing the interest of the originator in the
          Cooperative Stock and the Proprietary Lease;

               (vii) If applicable, copies of the UCC-3
          assignments of the security interest described in
          clause (vi) above, sent to the appropriate public
          office for filing, showing an unbroken chain of title
          from the originator to the Company, evidencing the
          security interest of the originator in the Cooperative
          Stock and the Proprietary Lease;

               (viii) An executed assignment (which may be a
          blanket assignment for all Cooperative Loans) of the
          interest of the Company in the Security Agreement,
          Assignment of Proprietary Lease and the recognition
          agreement described in clause (iv) above, showing an
          unbroken chain of title from the originator to the
          Trustee; and

               (ix) A UCC-3 assignment from the Company to the
          Trustee of the security interest described in clause
          (vi) above, in form suitable for filing, otherwise
          complete except for filing information regarding the
          original UCC-1 if unavailable (which may be included in
          a blanket assignment to the Trustee).

           In instances where a completed assignment of the
Mortgage in recordable form cannot be delivered by the Company to
the Trustee in accordance with Section 2.01(b)(1)(iii) prior to
or concurrently with the execution and delivery of this
Agreement, due to a delay in connection with recording of the
Mortgage, the Company may, in lieu of delivering the completed
assignment in recordable form, deliver to the Trustee the
assignment in such form, otherwise complete except for recording
information.

          (3) With respect to each Designated Loan, the Company
     does hereby deliver to the Trustee the Designated Loan
     Closing Documents.

     (c) In connection with each Mortgage Loan transferred and
assigned to the Trustee, the Company shall deliver to the Trustee
the following documents or instruments as promptly as
practicable, but in any event within 30 days, after receipt by
the Company of all such documents and instruments for all of the
outstanding Mortgage Loans:

          (i) the Mortgage with evidence of recording indicated
     thereon (other than with respect to a Cooperative Loan);

          (ii) a copy of the title insurance policy (other than
     with respect to a Cooperative Loan);

          (iii) with respect to any Mortgage that has been
     assigned to the Company, the related recorded intervening
     assignment or assignments of Mortgage, showing a complete
     chain of assignment from the originator to the Company
     (other than with respect to a Cooperative Loan); and


                               35

<PAGE>

          (iv) with respect to any Cooperative Loan that has been
     assigned to the Company, the related filed intervening UCC-3
     financing statements (not previously delivered pursuant to
     Section 2.01(b)(2)(vii)), showing a complete chain of
     assignment from the named originator to the Company.

Pending such delivery, the Company shall retain in its files (a)
copies of the documents described in clauses (i) and (iii) of the
preceding sentence, without evidence of recording thereon, and
(b) title insurance binders with respect to the Mortgage Loans
(other than with respect to a Cooperative Loan). The Company
shall also retain in its files evidence of any primary mortgage
insurance relating to the Mortgage Loans during the period when
the related insurance is in force. Such evidence shall consist,
for each Mortgage Loan, of a certificate of private mortgage
insurance relating to such Mortgage Loan or an electronic screen
print setting forth the information contained in such certificate
of private mortgage insurance, including, without limitation,
information relating to the name of the mortgage insurance
carrier, the certificate number, the loan amount, the property
address, the effective date of coverage, the amount of coverage
and the expiration date of the policy. (The copies of the
Mortgage, intervening assignments of Mortgage, if any, title
insurance binder and the Primary Insurance Policy, if any,
described in the second and third preceding sentences are
collectively referred to herein as the "Document File" with
respect to each Mortgage Loan.) The Company shall advise the
Trustee in writing if such delivery to the Trustee shall not have
occurred on or before the first anniversary of the Closing Date.
The Company shall promptly furnish to the Trustee the documents
included in the Document Files (other than any such documents
previously delivered to the Trustee as originals or copies)
either (a) upon the written request of the Trustee or (b) when
the Company or the Trustee obtains actual notice or knowledge of
a Trigger Event. The Trustee shall have no obligation to request
delivery of the Document Files unless a Responsible Officer of
the Trustee has actual notice or knowledge of the occurrence of a
Trigger Event.

           In the case of Mortgage Loans which have been prepaid
in full after the Cut-off Date and prior to the date of execution
and delivery of this Agreement, the Company, in lieu of
delivering the above documents to the Trustee, herewith delivers
to the Trustee a certification of a Servicing Officer of the
nature set forth in Section 3.09.

     (d) The Company shall not be required to record the
assignments of the Mortgages referred to in Section
2.01(b)(1)(iii) or file the UCC-3 assignments referred to in
Section 2.01(b)(2)(ix) to the Trustee unless the Company or the
Trustee obtains actual notice or knowledge of the occurrence of
any Trigger Event; provided, however, that such recording or
filing shall not be required if the Company delivers to the
Trustee a letter from each Rating Agency to the effect that the
failure to take such action will not cause such Rating Agency to
reduce or withdraw its then current ratings of the Certificates.
The party obtaining actual notice or knowledge of any of such
events shall give the other party prompt written notice thereof.
For purposes of the foregoing (as well as for purposes of
determining whether the Company shall be required to deliver the
Document Files to the Trustee following the occurrence of a
Trigger Event), the Company shall be deemed to have knowledge of
any such downgrading referred to in the definition of Trigger
Event if, in the exercise of reasonable diligence, the Company
has or should have had knowledge thereof. As promptly as
practicable subsequent to the Company's delivery or receipt of
such written notice, as the case may be, the Company shall insert
the recording or filing information in the assignments of the
Mortgages or UCC-3 assignments to the 


                               36

<PAGE>

Trustee and shall cause the same to be recorded or filed, at the
Company's expense, in the appropriate public office for real
property records or UCC financing statements, except that the
Company need not cause to be so completed and recorded any
assignment of mortgage which relates to a Mortgage Loan secured
by property in a jurisdiction under the laws of which, on the
basis of an Opinion of Counsel reasonably satisfactory to the
Trustee and satisfactory to each Rating Agency (as evidenced in
writing), recordation of such assignment is not necessary to
protect the Trustee against discharge of such Mortgage Loan by
the Company or any valid assertion that any Person other than the
Trustee has title to or any rights in such Mortgage Loan. In the
event that the Company fails or refuses to record or file the
assignment of Mortgages or UCC-3 financing statement in the
circumstances provided above, the Trustee shall record or cause
to be recorded or filed such assignment or UCC-3 financing
statement at the expense of the Company. In connection with any
such recording or filing, the Company shall furnish such
documents as may be reasonably necessary to accomplish such
recording or filing. Notwithstanding the foregoing, at any time
the Company may record or file, or cause to be recorded or filed,
the assignments of Mortgages or UCC-3 financing statement at the
expense of the Company.

      Section 2.02. Acceptance by Trustee. Subject to the
examination hereinafter provided, the Trustee acknowledges
receipt of the Mortgage Notes, the assignments of the Mortgages
to the Trustee, the assumption and modification agreements, if
any, the documents specified in Section 2.01(b)(2) (subject to
any permitted delayed delivery of the documents described in
Section 2.01(c)(iv)), and the Designated Loan Closing Documents,
if any, delivered pursuant to Section 2.01, and declares that the
Trustee holds and will hold such documents and each other
document delivered to it pursuant to Section 2.01 in trust, upon
the trusts herein set forth, for the use and benefit of all
present and future Certificateholders. The Trustee agrees, for
the benefit of Certificateholders, to review each Mortgage File
within 45 days after (i) the execution and delivery of this
Agreement, in the case of the Mortgage Notes, the assignments of
the Mortgages to the Trustee, the assumption and modification
agreements, if any, the documents specified in Section 2.01(b)(2)
(subject to any permitted delayed delivery of the documents
described in Section 2.01(c)(iv)), and the Designated Loan
Closing Documents, if any, (ii) delivery to the Trustee after the
Closing Date of the Mortgage Notes and the assumption and
modification agreements, if any, with respect to each Designated
Loan, and (iii) delivery of the recorded Mortgages, title
insurance policies, recorded intervening assignments of Mortgage,
if any, and filed intervening UC 3 financing statements, if any,
with respect to any Cooperative Loan to ascertain that all
required documents set forth in Section 2.01 have been executed,
received and recorded, if applicable, and that such documents
relate to the Mortgage Loans identified in Exhibit C hereto. In
performing such examination, the Trustee may conclusively assume
the due execution and genuineness of any such document and the
genuineness of any signature thereon. It is understood that the
scope of the Trustee's examination of the Mortgage Files is
limited solely to confirming, after receipt of the documents
listed in Section 2.01, that such documents have been executed,
received and recorded, if applicable, and relate to the Mortgage
Loans identified in Exhibit C to this Agreement. If in the course
of such review the Trustee finds (1) that any document required
to be delivered as aforesaid has not been delivered, or (2) any
such document has been mutilated, defaced or physically altered
without the borrower's authorization or approval, or (3) based
upon its examination of such documents, the information with
respect to any Mortgage Loan set forth on Exhibit C is not
accurate, the Trustee shall promptly so notify 


                               37

<PAGE>

the Company in writing, which shall have a period of 60 days
after receipt of such notice to correct or cure any such defect.
The Company hereby covenants and agrees that, if any such
material defect cannot be corrected or cured, the Company will on
a Distribution Date which is not later than the first
Distribution Date which is more than ten days after the end of
such 60-day period repurchase the related Mortgage Loan from the
Trustee at the Purchase Price therefor or replace such Mortgage
Loan pursuant to Section 2.03(b); provided, however, that if the
defect (or breach pursuant to Section 2.03(a)) is one that, had
it been discovered before the Startup Day, would have prevented
the Mortgage Loan from being a "qualified mortgage" within the
meaning of the REMIC Provisions, such defect or breach shall be
cured, or the related Mortgage Loan shall be repurchased or
replaced, on a Distribution Date which falls within 90 days of
the date of discovery of such defect or breach. The Purchase
Price for the repurchased Mortgage Loan, or any amount required
in respect of a substitution pursuant to Section 2.03(b), shall
be deposited by the Company in the Certificate Account pursuant
to Section 3.02(d) on the Business Day prior to the applicable
Distribution Date and, upon receipt by the Trustee of written
notification of such deposit signed by a Servicing Officer, the
Trustee shall release or cause to be released to the Company the
related Mortgage File and shall execute and deliver or cause to
be executed and delivered such instruments of transfer or
assignment, in each case without recourse, as shall be necessary
to vest in the Company any Mortgage Loan released pursuant
hereto. It is understood and agreed that the obligation of the
Company to repurchase or replace any Mortgage Loan as to which a
material defect in a constituent document exists shall constitute
the sole remedy respecting such defect available to
Certificateholders or the Trustee on behalf of
Certificateholders.

           Upon receipt by the Trustee of the Mortgage Note with
respect to a Designated Loan that is not defective in accordance
with the fifth sentence of the preceding paragraph, the related
Lost Note Affidavit delivered pursuant to Section 2.01 shall be
void and the Trustee shall return it to the Company.

     Section 2.03. Representations and Warranties of the Company;
Mortgage Loan Repurchase. (a) The Company hereby represents and
warrants to the Trustee that:

               (i) The information set forth in Exhibit C hereto
          was true and correct in all material respects at the
          date or dates respecting which such information is
          furnished;

               (ii) As of the date of the initial issuance of the
          Certificates, other than with respect to Cooperative
          Loans, each Mortgage is a valid and enforceable first
          lien on the property securing the related Mortgage Note
          subject only to (a) the lien of current real property
          taxes and assessments, (b) covenants, conditions and
          restrictions, rights of way, easements and other
          matters of public record as of the date of recording of
          such Mortgage, such exceptions appearing of record
          being acceptable to mortgage lending institutions
          generally in the area wherein the property subject to
          the Mortgage is located or specifically reflected in
          the appraisal obtained in connection with the
          origination of the related Mortgage Loan obtained by
          the Company and (c) other matters to which like
          properties are commonly subject which do not materially
          interfere with the benefits of the security intended to
          be provided by such Mortgage;


                               38

<PAGE>

               (iii) Immediately prior to the transfer and
          assignment herein contemplated, the Company had good
          title to, and was the sole owner of, each Mortgage Loan
          and all action had been taken to obtain good record
          title to each related Mortgage. Each Mortgage Loan has
          been transferred free and clear of any liens, claims
          and encumbrances;

               (iv) As of the date of the initial issuance of the
          Certificates, no payment of principal of or interest on
          or in respect of any Mortgage Loan is 30 or more days
          past due and none of the Mortgage Loans have been past
          due 30 or more days more than once during the preceding
          12 months;

               (v) As of the date of the initial issuance of the
          Certificates, other than with respect to Cooperative
          Loans, there is no mechanics' lien or claim for work,
          labor or material affecting the premises subject to any
          Mortgage which is or may be a lien prior to, or equal
          or coordinate with, the lien of such Mortgage except
          those which are insured against by the title insurance
          policy referred to in (x) below;

               (vi) As of the date of the initial issuance of the
          Certificates, other than with respect to Cooperative
          Loans, there is no delinquent tax or assessment lien
          against the property subject to any Mortgage; (vii) As
          of the date of the initial issuance of the
          Certificates, there is no valid offset, defense or
          counterclaim to any Mortgage Note or Mortgage,
          including the obligation of the Mortgagor to pay the
          unpaid principal and interest on such Mortgage Note;

                (vii) As of the date of the initial issuance of
          the Certificates, there is no valid offset, defense or
          counterclaim to any Mortgage Note or Mortgage,
          including the obligation of the Mortgagor to pay the
          unpaid principal and interest on such Mortgage Note;

               (viii) As of the date of the initial issuance of
          the Certificates, the physical property subject to any
          Mortgage (or, in the case of a Cooperative Loan, the
          related Cooperative Apartment) is free of material
          damage and is in good repair;

               (ix) Each Mortgage Loan at the time it was made
          complied in all material respects with applicable state
          and federal laws, including, without limitation, usury,
          equal credit opportunity and disclosure laws;

               (x) Other than with respect to Cooperative Loans,
          a lender's title insurance policy or binder, or other
          assurance of title insurance customary in the relevant
          jurisdiction therefor was issued on the date of the
          origination of each Mortgage Loan and each such policy
          or binder is valid and remains in full force and
          effect;

               (xi) None of the Mortgage Loans constitute Pledged
          Asset Mortgage Loans. The Loan-to-Value Ratio of each
          Mortgage Loan was not more than 95.00%. As of the
          Cut-off Date, no more than 13.00% of the Mortgage Loans
          by Scheduled Principal Balance had Loan-to-Value Ratios
          of more than 80% and each such Mortgage Loan is covered
          by a Primary Insurance Policy so long as its 


                               39

<PAGE>

          then outstanding principal amount exceeds 80% of the
          greater of (a) the Original Value and (b) the then
          current value of the related Mortgaged Property as
          evidenced by an appraisal thereof satisfactory to the
          Company. Each Primary Insurance Policy is issued by a
          private mortgage insurer acceptable to FNMA or FHLMC;

               (xii) Each Mortgage Note is payable on the first
          day of each month in self-amortizing monthly
          installments of principal and interest, with interest
          payable in arrears, over an original term of not more
          than thirty years. The Mortgage Rate of each Mortgage
          Note of the related Mortgage Loan was not less than
          6.250% per annum and not greater than 8.625% per annum.
          The Mortgage Rate of each Mortgage Note is fixed for
          the life of the related Mortgage Loan;

               (xiii) Other than with respect to Cooperative
          Loans, the improvements on the Mortgaged Properties are
          insured against loss under a hazard insurance policy
          with extended coverage and conforming to the
          requirements of Section 3.06 hereof. As of the date of
          initial issuance of the Certificates, all such
          insurance policies are in full force and effect;

               (xiv) As of the Cut-off Date, (i) no more than
          9.25% of the Mortgage Loans by Scheduled Principal
          Balance had a Scheduled Principal Balance of more than
          $500,000 and up to and including $750,000; (ii) no more
          than 1.25% of the Mortgage Loans by Scheduled Principal
          Balance had a Scheduled Principal Balance of more than
          $750,000 and up to and including $1,000,000; and (iii)
          no more than 0.50% of the Mortgage Loans by Scheduled
          Principal Balance had a Scheduled Principal Balance of
          more than $1,000,000;

               (xv) As of the Cut-off Date, no more than 0.75% of
          the Mortgage Loans by Scheduled Principal Balance are
          secured by Mortgaged Properties located in any one
          postal zip code area;

               (xvi) As of the Cut-off Date, at least 98.00% of
          the Mortgage Loans by Scheduled Principal Balance are
          secured by Mortgaged Properties determined by the
          Company to be the primary residence of the Mortgagor.
          The basis for such determination is the making of a
          representation by the Mortgagor at origination that he
          or she intends to occupy the underlying property;

               (xvii) As of the Cut-off Date, at least 95.25% of
          the Mortgage Loans by Scheduled Principal Balance are
          secured by one-family detached residences;

               (xviii) As of the Cut-off Date, no more than 2.25%
          of the Mortgage Loans by Scheduled Principal Balance
          are secured by condominiums and, as of the Cut-off
          Date, no more than 1.00% of the Mortgage Loans by
          Scheduled Principal Balance are secured by two- to
          four-family residential properties. As to each
          condominium or related Mortgage Loan, (a) the related
          condominium is in a project that is on the FNMA or
          FHLMC approved list, (b) the related condominium is in
          a project that, upon submission of appropriate
          application, 


                               40

<PAGE>

          could be so approved by either FNMA or FHLMC, (c) the
          related Mortgage Loan meets the requirements for
          purchase by FNMA or FHLMC, (d) the related Mortgage
          Loan is of the type that could be approved for purchase
          by FNMA or FHLMC but for the principal balance of the
          related Mortgage Loan or the pre-sale requirements or
          (e) the related Mortgage Loan has been approved by a
          nationally recognized mortgage pool insurance company
          for coverage under a mortgage pool insurance policy
          issued by such insurer. As of the Cut-off Date, no more
          than 0.75% of the Mortgage Loans by Scheduled Principal
          Balance are secured by condominiums located in any one
          postal zip code area;

               (xix) Other than with respect to Cooperative
          Loans, no Mortgage Loan is secured by a leasehold
          interest in the related Mortgaged Property and each
          Mortgagor holds fee title to the related Mortgaged
          Property;

               (xx) As of the Cut-off Date, none of the Mortgage
          Loans constituted Buydown Mortgage Loans.

               (xxi) The original principal balances of the
          Mortgage Loans range from $227,200.00 to $1,299,000.00;

               (xxii) As of the Cut-off Date, no more than 1.75%
          of the Mortgage Loans by Scheduled Principal Balance
          are secured by second homes and no more than 0.50% of
          the Mortgage Loans by Scheduled Principal Balance are
          secured by investor-owned properties;

               (xxiii) All appraisals have been prepared
          substantially in accordance with the description
          contained under the caption "The Trust Fund - The
          Mortgage Loans" in the Company's prospectus dated
          October 22, 1998, accompanying the Prospectus
          Supplement dated November 20, 1998, pursuant to which
          certain Classes of the Certificates were publicly
          offered;

               (xxiv) No selection procedures, other than those
          necessary to comply with the representations and
          warranties set forth herein or the description of the
          Mortgage Loans made in any disclosure document
          delivered to prospective investors in the Certificates,
          have been utilized in selecting the Mortgage Loans from
          the Company's portfolio which would be adverse to the
          interests of the Certificateholders;

               (xxv) Other than with respect to Cooperative
          Loans, to the best of the Company's knowledge, at
          origination no improvement located on or being part of
          a Mortgaged Property was in violation of any applicable
          zoning and subdivision laws and ordinances;

               (xxvi) None of the Mortgage Loans is a temporary
          construction loan. With respect to any Mortgaged
          Property which constitutes new construction, the
          related construction has been completed substantially
          in accordance with the specifications therefor and any
          incomplete aspect of such construction shall not be


                               41

<PAGE>

          material or interfere with the habitability or legal
          occupancy of the Mortgaged Property. Mortgage Loan
          amounts sufficient to effect any such completion are in
          escrow for release upon or in connection with such
          completion or a performance bond or completion bond is
          in place to provide funds for this purpose and such
          completion shall be accomplished within 120 days after
          weather conditions permit the commencement thereof;

               (xxvii) As of the Closing Date, each Mortgage Loan
          is a "qualified mortgage" as defined in Section
          860G(a)(3) of the Code;

               (xxviii) As of the Closing Date, the Company
          possesses the Document File with respect to each
          Mortgage Loan, and, other than with respect to
          Cooperative Loans, the related Mortgages and
          intervening assignment or assignments of Mortgages, if
          any, have been delivered to a title insurance company
          for recording;

               (xxix) As of the Cut-Off Date, no more than 0.50%
          of the Mortgage Loans, by Scheduled Principal Balance,
          are Cooperative Loans. With respect to each Cooperative
          Loan:

                    (A) The Security Agreement creates a first
               lien in the stock ownership and leasehold rights
               associated with the related Cooperative Apartment;

                     (B) The lien created by the related Security
                Agreement is a valid, enforceable and subsisting
                first priority security interest in the related
                Cooperative Stock securing the related Mortgage
                Note, subject only to (a) liens of the
                Cooperative for unpaid assessments representing
                the Mortgagor's pro rata share of the
                Cooperative's payments for its blanket mortgage,
                current and future real property taxes, insurance
                premiums, maintenance fees and other assessments
                to which like collateral is commonly subject and
                (b) other matters to which like collateral is
                commonly subject which do not materially
                interfere with the benefits of the security
                intended to be provided by the Security
                Agreement. There are no liens against or security
                interest in the Cooperative Stock relating to
                such Cooperative Loan (except for unpaid
                maintenance, assessments and other amounts owed
                to the related Cooperative which individually or
                in the aggregate do not have a material adverse
                effect on such Cooperative Loan), which have
                priority over the Trustee's security interest in
                such Cooperative Stock;

                     (C) The Cooperative Stock that is pledged as
                security for the Mortgage Loan is held by a
                person as a "tenant-stockholder" within the
                meaning of section 216 of the Code, the related
                Cooperative that owns title to the related
                cooperative apartment building is a "cooperative
                housing corporation" within the meaning of
                section 216 of the Code, and such Cooperative is
                in material compliance with applicable federal,
                state 


                               42

<PAGE>

               and local laws which, if not complied with, could
               have a material adverse effect on the Mortgaged
               Property; and

                    (D) There is no prohibition against pledging
               the Cooperative Stock or assigning the Proprietary
               Lease; and

               (xxx) With respect to each Mortgage Loan
          identified on Exhibit C as having been originated or
          acquired under the Company's Enhanced Streamlined
          Refinance program, the value of the related Mortgaged
          Property, as of the date of such origination or
          acquisition under the Company's Enhanced Streamlined
          Refinance program, is no less than the value thereof
          established at the time the mortgage loan that is the
          subject of the refinancing was originated.

           It is understood and agreed that the representations
and warranties set forth in this Section 2.03(a) shall survive
delivery of the respective Mortgage Files to the Trustee. Upon
discovery by either the Company or the Trustee of a breach of any
of the foregoing representations and warranties which materially
and adversely affects the interests of the Certificateholders in
the related Mortgage Loan, the party discovering such breach
shall give prompt written notice to the other. Subject to the
following sentence, within 60 days of its discovery or its
receipt of notice of breach, or, with the prior written consent
of a Responsible Officer of the Trustee, such longer period
specified in such consent, the Company shall cure such breach in
all material respects or shall repurchase such Mortgage Loan from
the Trustee or replace such Mortgage Loan pursuant to Section
2.03(b). Any such repurchase by the Company shall be accomplished
in the manner set forth in Section 2.02, subject to the proviso
of the third-to-last sentence thereof, and at the Purchase Price.
It is understood and agreed that the obligation of the Company to
repurchase or replace any Mortgage Loan as to which a breach
occurred and is continuing shall constitute the sole remedy
respecting such breach available to Certificateholders or the
Trustee on behalf of Certificateholders and such obligation of
the Company to repurchase or replace any such Mortgage Loan shall
not be assumed by any Person which may succeed the Company as
servicer hereunder, but shall continue as an obligation of the
Company. Notwithstanding the preceding sentence, if a breach of
the representation and warranty of the Company contained in
Section 2.03(a)(ix) occurs as a result of a violation of the
federal Truth in Lending Act, 15 U.S.C. ss. 1601 et seq., as
amended ("TILA") or any state truth-in lending or similar
statute, and the Trustee or the Trust Fund is named as a
defendant in a TILA suit or a suit under any such statutes in
respect of such violation and liability in respect thereof is
imposed upon the Trustee or the Trust Fund as assignees of the
related Mortgage Loan pursuant to Section 1641 of TILA, or any
analogous provision of any such statute, the Company shall
indemnify the Trustee and the Trust Fund from, and hold them
harmless against, any and all losses, liabilities, damages,
claims or expenses (including reasonable attorneys' fees) to
which the Trustee and the Trust Fund, or either of them, become
subject pursuant to TILA or any such statute, insofar as such
losses, damages, claims or expenses (including reasonable
attorneys' fees) result from such violation. The Company's
obligations under the preceding sentence shall not impair or
derogate from the Company's obligations to the Trustee under
Section 8.05.

     (b) If the Company is required to repurchase any Mortgage
Loan pursuant to Section 2.02 or 2.03(a), the Company may, at its
option, within the applicable time period specified in such
respective Sections, remove such Defective Mortgage Loan from the
terms of this 


                               43
<PAGE>


Agreement and substitute one or more other mortgage
loans for such Defective Mortgage Loan, in lieu of repurchasing
such Defective Mortgage Loan, provided that no such substitution
shall occur more than two years after the Closing Date. Any
substitute Mortgage Loan shall (a) have a Scheduled Principal
Balance (together with that of any other Mortgage Loan
substituted for the same Defective Mortgage Loan) as of the first
Distribution Date following the month of substitution not in
excess of the Scheduled Principal Balance of the Defective
Mortgage Loan as of such date (the amount of any difference, plus
one month's interest thereon at the respective Remittance Rate,
to be deposited by the Company in the Certificate Account
pursuant to Section 2.02), (b) have a Mortgage Rate not less
than, and not more than one percentage point greater than, the
Mortgage Rate of the Defective Mortgage Loan, (c) have the same
Net Mortgage Rate as the Defective Mortgage Loan, (d) have a
remaining term to stated maturity not later than, and not more
than one year less than, the remaining term to stated maturity of
the Defective Mortgage Loan, (e) be, in the reasonable
determination of the Company, of the same type, quality and
character as the Defective Mortgage Loan as if the defect or
breach had not occurred, (f) have a ratio of its current
principal amount to its Original Value not greater than that of
the removed Mortgage Loan and (g) be, in the reasonable
determination of the Company, in compliance with the
representations and warranties contained in Section 2.03(a) as of
the date of substitution.

           The Company shall amend the Mortgage Loan Schedule to
reflect the withdrawal of any Defective Mortgage Loan and the
substitution of a substitute Mortgage Loan therefor. Upon such
amendment the Company shall be deemed to have made as to such
substitute Mortgage Loan the representations and warranties set
forth in Section 2.03(a) as of the date of such substitution,
which shall be continuing as long as any Certificate shall be
outstanding or this Agreement has not been terminated, and the
remedies for breach of any such representation or warranty shall
be as set forth in Section 2.03(a). Upon such amendment, the
Trustee shall review the Mortgage File delivered to it relating
to the substitute Mortgage Loan, within the time and in the
manner and with the remedies specified in Section 2.02, except
that for purposes of this Section 2.03(b) (other than the
two-year period specified in the first sentence of the preceding
paragraph of this Section 2.03(b)), such time shall be measured
from the date of the applicable substitution.

     Section 2.04. Execution of Certificates. The Trustee has
caused to be executed, countersigned and delivered to or upon the
order of the Company, in exchange for the Mortgage Loans, the
Certificates in authorized denominations evidencing the entire
ownership of the Trust Fund.

     Section 2.05. Designations under the REMIC Provisions. (a)
The Company hereby designates the Classes of Certificates
identified in Section 5.01(b), other than the Residual
Certificate, as "regular interests," and the Class R Certificate
as the single class of "residual interest," in the REMIC
established hereunder for purposes of the REMIC Provisions.

     (b) The Closing Date will be the "Startup Day" for the REMIC
established hereunder for purposes of the REMIC Provisions.

     (c) The "tax matters person" with respect to the REMIC
established hereunder for purposes of the REMIC Provisions shall
be (i) the Company, if the Company is the owner of a 


                               44
<PAGE>


Class R Certificate, or (ii) in any other case, the beneficial
owner of the Class R Certificate having the largest Percentage
Interest of such Class; provided, however, that such largest
beneficial owner and, to the extent relevant, each other holder
of a Class R Certificate, by its acceptance thereof irrevocably
appoints the Company as its agent and attorney-in-fact to act as
"tax matters person" with respect to the REMIC established
hereunder for purposes of the REMIC Provisions.

     (d) The "latest possible maturity date" of the regular
interests in the REMIC established hereunder is the Latest
Possible Maturity Date for purposes of section 860G(a)(1) of the
Code.

     (e) In the event that the Servicing Fee exceeds the amount
reasonable for such services (within the meaning of Treasury
Regulation 1.860D-1(b)(1)(ii)), the portion or portions of such
fee that can be measured as a fixed number of basis points on
some or all of the Mortgage Loans and can be treated as one or
more stripped coupons within the meaning of Treasury Regulation
1.860D-1(b)(2)(iii) shall be treated as such stripped coupons and
shall not be treated as a REMIC asset.


                           ARTICLE III

          ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

      Section 3.01. Company to Act as Servicer. (a) It is
intended that the REMIC established hereunder shall constitute,
and that the affairs of the REMIC shall be conducted so as to
qualify the Trust Fund (other than any collateral fund
established under the agreement referred to in Section 3.08(e)),
as a "real estate mortgage investment conduit" as defined in and
in accordance with the REMIC Provisions. In furtherance of such
intention, the Company covenants and agrees that it shall act as
agent (and the Company is hereby appointed to act as agent) on
behalf of the Trust Fund and the Holders of the Residual
Certificates and that in such capacity it shall:

               (i) prepare and file, or cause to be prepared and
          filed, in a timely manner, a U.S. Real Estate Mortgage
          Investment Conduit Income Tax Return (Form 1066) and
          prepare and file or cause to be prepared and filed with
          the Internal Revenue Service and applicable state or
          local tax authorities income tax or information returns
          for each taxable year with respect to the REMIC
          established hereunder, using the calendar year as the
          taxable year and the accrual method of accounting,
          containing such information and at the times and in the
          manner as may be required by the Code or state or local
          tax laws, regulations, or rules, and shall furnish or
          cause to be furnished to Certificateholders the
          schedules, statements or information at such times and
          in such manner as may be required thereby;

               (ii) within thirty days of the Closing Date, shall
          furnish or cause to be furnished to the Internal
          Revenue Service, on Form 8811 or as otherwise may be
          required by the Code, the name, title, address, and
          telephone number of the person that the holders of the
          Certificates may contact for tax information relating
          thereto 


                               45
<PAGE>


          (and the Company shall act as the representative of the
          REMIC established hereunder for this purpose), together
          with such additional information as may be required by
          such Form, and shall update such information at the
          time or times and in the manner required by the Code;

               (iii) make or cause to be made an election, on
          behalf of the REMIC established hereunder, to be
          treated as a REMIC, and make the appropriate
          designations, if applicable, in accordance with Section
          2.05(a) hereof on the federal tax return of the Trust
          Fund for its first taxable year (and, if necessary,
          under applicable state law);

               (iv) prepare and forward, or cause to be prepared
          and forwarded, to the Certificateholders and to the
          Internal Revenue Service and, if necessary, state tax
          authorities, all information returns or reports, or
          furnish or cause to be furnished by telephone, mail,
          publication or other appropriate method such
          information, as and when required to be provided to
          them in accordance with the REMIC Provisions, including
          without limitation, the calculation of any original
          issue discount using the Prepayment Assumption
          Multiple;

               (v) provide information necessary for the
          computation of tax imposed on the transfer of a
          Residual Certificate to a Disqualified Organization, or
          an agent (including a broker, nominee or other
          middleman) of a Disqualified Organization, or a
          pass-through entity in which a Disqualified
          Organization is the record holder of an interest (the
          reasonable cost of computing and furnishing such
          information may be charged to the Person liable for
          such tax);

               (vi) use its best reasonable efforts to conduct
          the affairs of the REMIC established hereunder at all
          times that any Certificates are outstanding so as to
          maintain the status thereof as a REMIC under the REMIC
          Provisions;

               (vii) not knowingly or intentionally take any
          action or omit to take any action that would cause the
          termination of the REMIC status of the REMIC or that
          would subject the Trust Fund to tax;

               (viii) exercise reasonable care not to allow the
          creation of any "interests" in the REMIC within the
          meaning of section 860D(a)(2) of the Code other than
          the interests represented by the Classes of
          Certificates identified in Section 5.01(b);

               (ix) exercise reasonable care not to allow the
          occurrence of any "prohibited transactions" within the
          meaning of section 860F of the Code, unless the Company
          shall have provided an Opinion of Counsel to the
          Trustee that such occurrence would not (a) result in a
          taxable gain, (b) otherwise subject the Trust Fund to
          tax, or (c) cause the REMIC established hereunder to
          fail to qualify as a REMIC;


                               46
<PAGE>


               (x) exercise reasonable care not to allow the
          Trust Fund to receive income from the performance of
          services or from assets not permitted under the REMIC
          Provisions to be held by a REMIC;

               (xi) pay the amount of any federal or state tax,
          including prohibited transaction taxes, taxes on
          certain contributions to the REMIC after the Startup
          Day, and taxes on net income from foreclosure property,
          imposed on the Trust Fund when and as the same shall be
          due and payable (but such obligation shall not prevent
          the Company or any other appropriate Person from
          contesting any such tax in appropriate proceedings and
          shall not prevent the Company from withholding payment
          of such tax, if permitted by law, pending the outcome
          of such proceedings);

               (xii) ensure that federal, state or local income
          tax or information returns shall be signed by the
          Trustee or such other person as may be required to sign
          such returns by the Code or state or local laws,
          regulations or rules; and

               (xiii) maintain such records relating to the REMIC
          established hereunder, including but not limited to the
          income, expenses, individual Mortgage Loans (including
          Mortgaged Property), other assets and liabilities
          thereof, and the fair market value and adjusted basis
          of the property of each determined at such intervals as
          may be required by the Code, as may be necessary to
          prepare the foregoing returns, schedules, statements or
          information.

           The Company shall be entitled to be reimbursed
pursuant to Section 3.04 for any federal income taxes paid by it
pursuant to clause (xi) of the preceding sentence, except to the
extent that such taxes are imposed as a result of the bad faith,
misfeasance or negligence of the Company in the performance of
its obligations hereunder. With respect to any reimbursement of
prohibited transaction taxes, the Company shall inform the
Trustee of the circumstances under which such taxes were
incurred.

     (b) The Company shall service and administer the Mortgage
Loans and shall have full power and authority, acting alone or
through one or more Primary Servicers, to do any and all things
in connection with such servicing and administration which it may
deem necessary or desirable. Without limiting the generality of
the foregoing, the Company shall continue, and is hereby
authorized and empowered by the Trustee, to execute and deliver,
or file, as appropriate, on behalf of itself, the
Certificateholders and the Trustee or any of them, any and all
continuation statements, termination statements, instruments of
satisfaction or cancellation, or of partial or full release or
discharge and all other comparable instruments, with respect to
the Mortgage Loans and with respect to the properties subject to
the Mortgages. Without limitation of the foregoing, if the
Company in its individual capacity agrees to refinance any
Mortgage Loan upon the request of the related Mortgagor, the
Company, as servicer hereunder, may execute an instrument of
assignment in customary form to the Company in its individual
capacity. In connection with any such refinancing, the Trustee
shall, upon certification of a Servicing Officer to the effect
that an amount equal to the principal balance of the related
Mortgage Loan together with accrued and unpaid interest thereon
at the applicable Remittance Rate to the date of such
certification has been credited to the Mortgage Loan Payment
Record, release the related 


                               47
<PAGE>


Mortgage File to the Company whereupon the Company may cancel the
related Mortgage Note. Upon request by the Company after the
execution and delivery of this Agreement, the Trustee shall
furnish the Company with any powers of attorney and other
documents necessary or appropriate to enable the Company to carry
out its servicing and administrative duties hereunder. Except as
otherwise provided herein, the Company shall maintain servicing
standards substantially equivalent to those required for approval
by FNMA or FHLMC. The Company shall not agree to any modification
of the material terms of any Mortgage Loan except as provided in
the second sentence of Section 3.02(a) and in Section 3.07. The
Company shall not release any portion of any Mortgaged Property
from the lien of the related Mortgage unless the related Mortgage
Loan would be a "qualified mortgage" within the meaning of the
REMIC Provisions following such release.

     (c)   [Intentionally Omitted.]

     (d) The relationship of the Company (and of any successor to
the Company as servicer under this Agreement) to the Trustee
under this Agreement is intended by the parties to be that of an
independent contractor and not that of a joint venturer, partner
or agent.

     (e) All costs incurred by the Company in effecting the
timely payment of taxes and assessments on the properties subject
to the Mortgage Loans shall not, for the purpose of calculating
monthly distributions to Certificateholders, be added to the
amount owing under the related Mortgage Loans, notwithstanding
that the terms of such Mortgage Loans so permit, and such costs
shall be recoverable by the Company to the extent permitted by
Section 3.04. The Company shall collect such amounts from the
Mortgagor and shall credit the Mortgage Loan Payment Record
accordingly.

     (f) If the Company enters into a servicing agreement with
any servicer (a "Primary Servicer") pursuant to which such
Primary Servicer shall directly service certain Mortgage Loans
and the Company shall perform master servicing with respect
thereto, the Company shall not be released from its obligations
to the Trustee and Certificateholders with respect to the
servicing and administration of the Mortgage Loans in accordance
with the provisions of Article III hereof and such obligations
shall not be diminished by virtue of any such servicing agreement
or arrangement and the Company shall be obligated to the same
extent and under the same terms and conditions as if the Company
alone were servicing and administering the Mortgage Loans. Any
amounts received by a Primary Servicer in respect of a Mortgage
Loan shall be deemed to have been received by the Company whether
or not actually received by it. Any servicing agreement that may
be entered into and any transactions or services relating to the
Mortgage Loans involving a Primary Servicer in its capacity as
such shall be deemed to be between the Company and the Primary
Servicer alone, and the Trustee and the Certificateholders shall
have no claims, obligations, duties or liabilities with respect
thereto. Notwithstanding the foregoing, in the event the Company
has been removed as the servicer hereunder pursuant to Section
6.04 or Section 7.01, the Trustee or any successor servicer
appointed pursuant to Section 7.02 shall succeed to all of the
Company's rights and interests (but not to any obligations or
liabilities of the Company arising prior to the date of
succession) under any servicing agreement with any Primary
Servicer in respect of the Mortgage Loans, subject to the
limitation on the Trustee's responsibilities under Section 7.02.


                               48
<PAGE>


     (g) In no event shall any collateral fund established under
the agreement referred to in Section 3.08(e) constitute an asset
of any REMIC established hereunder.

      Section 3.02. Collection of Certain Mortgage Loan Payments;
Mortgage Loan Payment Record; Certificate Account. (a) The
Company shall make reasonable efforts to collect all payments
called for under the terms and provisions of the Mortgage Loans,
and shall, to the extent such procedures shall be consistent with
this Agreement, follow such collection procedures as it follows
with respect to mortgage loans comparable to the Mortgage Loans
in its servicing portfolio. Consistent with the foregoing, the
Company may in its discretion (i) waive any late payment charge
or any assumption fees or other fees which may be collected in
the ordinary course of servicing such Mortgage Loan and (ii) if a
default on the Mortgage Loan has occurred or is reasonably
foreseeable, arrange at any time prior to foreclosure with a
Mortgagor a schedule for the payment of due and unpaid principal
and interest for a period extending not longer than two years
after the date that such schedule is arranged. Any arrangement of
the sort described in clause (ii) above shall not affect the
amount or timing of the Company's obligation to make Monthly
Advances with respect to any Mortgage Loan which Monthly Advances
shall be made pursuant to the original amortization schedule
applicable to such Mortgage Loan.

     (b) The Company shall establish and maintain a Mortgage Loan
Payment Record in which the following payments on and collections
in respect of each Mortgage Loan shall as promptly as practicable
be credited by the Company for the account of the Holders of the
Certificates:

               (i) All payments on account of principal,
          including Principal Prepayments (other than (A)
          payments of principal due and payable on the Mortgage
          Loans on or before, and all Principal Prepayments
          received before, the Cut-off Date, (B) in the case of a
          substitute Mortgage Loan, payments of principal due and
          payable on such Mortgage Loan on or before the
          Determination Date in the month of substitution, and
          all Principal Prepayments received before the first day
          of the month of substitution, and (C) in the case of a
          replaced Mortgage Loan, payments of principal due and
          payable on such Mortgage Loan after the Determination
          Date in the month of substitution, and all Principal
          Prepayments received in the month of substitution);

               (ii) All payments (other than (A) those due and
          payable on or before the Cut-off Date, (B) in the case
          of a substitute Mortgage Loan, those due and payable on
          such Mortgage Loan on or before the Determination Date
          in the month of substitution, and (C) in the case of a
          replaced Mortgage Loan, those due and payable on such
          Mortgage Loan after the Determination Date in the month
          of substitution) on account of interest at the
          applicable Remittance Rate on the Mortgage Loan
          received from the related Mortgagor, including any
          Buydown Funds applied with respect to interest at the
          applicable Remittance Rate on any Buydown Mortgage
          Loan;

               (iii) All Liquidation Proceeds received by the
          Company with respect to such Mortgage Loan and the
          Purchase Price for any Mortgage Loan purchased by 


                               49
<PAGE>


          the Company pursuant to Sections 2.02, 2.03 and 3.16
          (including any amounts received in respect of a
          substitution of a Mortgage Loan);

               (iv) All Insurance Proceeds (including, for this
          purpose, any amounts required to be credited by the
          Company pursuant to the last sentence of Section 3.06)
          received by the Company for the benefit of the Trust
          Fund, other than proceeds to be applied to the
          restoration or repair of the property subject to the
          related Mortgage or released, or to be released, to the
          related Mortgagor in accordance with the normal
          servicing procedures of the Company;

               (v) All REO Proceeds;

               (vi) All Unanticipated Recoveries; and

               (vii) All amounts received by the Company with
          respect to any Pledged Asset Mortgage Loan pursuant to
          the liquidation of any Additional Collateral or
          pursuant to any recovery under the Surety Bond in
          accordance with Section 4.09.

           The foregoing requirements respecting credits to the
Mortgage Loan Payment Record are exclusive, it being understood
that, without limiting the generality of the foregoing, the
Company need not enter in the Mortgage Loan Payment Record
collections, Liquidation Proceeds or Insurance Proceeds in
respect of Mortgage Loans which have been previously released
from the terms of this Agreement, amounts representing fees or
late charge penalties payable by Mortgagors, or amounts received
by the Company for the account of Mortgagors for application
towards the payment of taxes, insurance premiums, assessments and
similar items.

     (c) Subject to subsection (e) below, until the Business Day
prior to each Distribution Date on which amounts are required to
be transferred to the Certificate Account pursuant to subsection
(d) of this Section 3.02, the Company may retain and commingle
such amounts with its own funds and shall be entitled to retain
for its own account any gain or investment income thereon, and
any such investment income shall not be subject to any claim of
the Trustee or Certificateholders. To the extent that the Company
realizes any net loss on any such investments, the Company shall
deposit in the Certificate Account an amount equal to such net
loss at the time the Company is required to deposit amounts in
the Certificate Account pursuant to subsection (d) of this
section 3.02. Any such deposit shall not increase the Company's
obligation under said subsection (d).

     (d) The Trustee shall establish and maintain with the
Trustee in its corporate trust department a single separate trust
account designated in the name of the Trustee for the benefit of
the Holders of the Certificates issued hereunder (the
"Certificate Account") into which the Company shall transfer, not
later than 11:00 a.m. New York time on the Business Day prior to
each Distribution Date, an amount in next day funds equal to the
sum of Available Funds for such Distribution Date and any
Unanticipated Recoveries received in the calendar month preceding
the month of such Distribution Date. If the Trustee does not
receive such transfer by 2:00 p.m. on such Business Day, it shall
give the Company written notice thereof.


                               50
<PAGE>


     (e) If the Company or a Responsible Officer of the Trustee
obtains actual notice of or knowledge of the occurrence of either
(x) any Trigger Event or (y) the downgrade by S&P of General
Electric Capital Corporation's short-term senior unsecured debt
rating below A-1+ then, notwithstanding subsection (c) above, the
Company shall promptly establish, and thereafter maintain, one or
more Eligible Accounts in the name of the Trustee and bearing a
designation indicating that amounts therein are held for the
benefit of the Trustee and the Certificateholders, into which the
Company and any Primary Servicer shall deposit within two
Business Days after receipt, all amounts otherwise required to be
credited to the Mortgage Loan Payment Record pursuant to Section
3.02(b); provided, however, that such action shall not be
required if the Company delivers to the Trustee a letter from
each Rating Agency to the effect that the failure to take such
action will not cause such Rating Agency to withdraw or reduce
its then current ratings of the Certificates. All amounts so
deposited shall be held in trust for the benefit of
Certificateholders. Amounts so deposited may be invested at the
written instruction of the Company in Permitted Investments in
the name of the Trustee maturing no later than the Business Day
preceding the Distribution Date following the date of such
investment; provided, however, that any such Permitted Investment
which is an obligation of State Street Bank and Trust Company, in
its individual capacity and not in its capacity as Trustee, may
mature on such Distribution Date; and, provided further, that no
such Permitted Investment shall be sold before the maturity
thereof if the sale thereof would result in the realization of
gain prior to maturity unless the Company has obtained an Opinion
of Counsel that such sale or disposition will not cause the Trust
Fund to be subject to the tax on prohibited transactions under
section 860F of the Code, or otherwise subject the Trust Fund to
tax or cause the REMIC established hereunder to fail to qualify
as a REMIC. The Trustee shall maintain physical possession of all
Permitted Investments, other than Permitted Investments
maintained in book-entry form. The Company, as servicer, shall be
entitled to retain for its own account any gain or other income
from Permitted Investments, and neither the Trustee nor
Certificateholders shall have any right or claim with respect to
such income. The Company shall deposit an amount equal to any
loss realized on any Permitted Investment as soon as any such
loss is realized. If the provisions in this subsection (e) become
operable, references in this Agreement to the Mortgage Loan
Payment Record and credits and debits to such Record shall be
deemed to refer to Eligible Accounts and transfers to and
withdrawals from such Eligible Accounts. Any action which may be
necessary to establish the terms of an account pursuant to this
Section 3.02(e) may be taken by an amendment or supplement to
this Agreement or pursuant to a written order of the Company,
which amendment, supplement or order shall not require the
consent of Certificateholders, provided that the Company has
delivered to the Trustee a letter from each Rating Agency to the
effect that such amendment, supplement or order will not cause
such Rating Agency to withdraw or reduce its then current ratings
of the Certificates.

      Section 3.03. Collection of Taxes, Assessments and Other
Items. Other than with respect to any Cooperative Loan, the
Company shall establish and maintain with one or more depository
institutions one or more accounts into which it shall deposit all
collections of taxes, assessments, private mortgage or hazard
insurance premiums or comparable items for the account of the
Mortgagors. As servicer, the Company shall effect the timely
payment of all such items for the account of Mortgagors.
Withdrawals from such account or accounts may be made only to
effect payment of taxes, assessments, private mortgage or
standard hazard insurance premiums or comparable items, to
reimburse the Company out of related collections for any 


                               51
<PAGE>


payments made regarding taxes and assessments or for any payments
made pursuant to Section 3.05 regarding premiums on Primary
Insurance Policies and Section 3.06 regarding premiums on
standard hazard insurance policies, to refund to any Mortgagors
any sums determined to be overages, or to pay interest owed to
Mortgagors to the extent required by law.

     Section 3.04. Permitted Debits to the Mortgage Loan Payment
Record. The Company (or any successor servicer pursuant to
Section 7.02) may, from time to time, make debits to the Mortgage
Loan Payment Record for the following purposes:

               (i) To reimburse the Company or the applicable
          Primary Servicer for Liquidation Expenses theretofore
          incurred in respect of any Mortgage Loan in an amount
          not to exceed the amount of the related Liquidation
          Proceeds credited to the Mortgage Loan Payment Record
          pursuant to Section 3.02(b)(iii); provided that the
          Company or the applicable Primary Servicer shall not be
          entitled to reimbursement for Liquidation Expenses
          incurred after the initiation of foreclosure
          proceedings in respect of any Defaulted Mortgage Loan
          that is repurchased pursuant to Section 3.16;

               (ii) To reimburse the Company or the applicable
          Primary Servicer for Insured Expenses and amounts
          expended by it pursuant to Section 3.08 in good faith
          in connection with the restoration of property damaged
          by an Uninsured Cause, in an amount not to exceed the
          amount of the related Insurance Proceeds and
          Liquidation Proceeds (net of any debits pursuant to
          clause (i) above) and amounts representing proceeds of
          other insurance policies covering the property subject
          to the related Mortgage credited to the Mortgage Loan
          Payment Record pursuant to Section 3.02(b) (iii) and
          (iv);

               (iii) To reimburse the Company to the extent
          permitted by Sections 3.01(a) and 6.04;

               (iv) To pay to the Company amounts received in
          respect of any Defective Mortgage Loan or Defaulted
          Mortgage Loan purchased by the Company to the extent
          that the distribution of any such amounts on the
          Distribution Date upon which the proceeds of such
          purchase are distributed would make the total amount
          distributed in respect of any such Mortgage Loan on
          such Distribution Date greater than the Purchase Price
          therefor, net of any unreimbursed Monthly Advances made
          by the Company;

               (v) To reimburse the Company (or the Trustee, as
          applicable) for Monthly Advances theretofore made in
          respect of any Mortgage Loan to the extent of late
          payments, REO Proceeds, Insurance Proceeds and
          Liquidation Proceeds in respect of such Mortgage Loan;

               (vi) To reimburse the Company from any Mortgagor
          payment of interest or other recovery with respect to a
          particular Mortgage Loan, to the extent not previously
          retained by the Company, for unpaid Servicing Fees with
          respect to such Mortgage Loan, subject to Section
          3.08(d);


                               52
<PAGE>


               (vii) To reimburse the Company (or the Trustee, as
          applicable) for any Nonrecoverable Advance (which right
          of reimbursement of the Trustee pursuant to this clause
          shall be prior to such right of the Company);

               (viii) To make transfers of funds to the
          Certificate Account pursuant to Section 3.02(d);

               (ix) To pay to the Company amounts received in
          respect of any Mortgage Loan purchased by the Company
          pursuant to Section 9.01 to the extent that the
          distribution of any such amounts on the final
          Distribution Date upon which the proceeds of such
          purchase are distributed would make the total amount
          distributed in respect of any such Mortgage Loan on
          such Distribution Date greater than the purchase price
          therefor specified in clause (x) of the first sentence
          of Section 9.01; and

               (x) To deduct any amount credited to the Mortgage
          Loan Payment Record in error.

           The Company shall keep and maintain separate
accounting records, on a Mortgage Loan by Mortgage Loan basis,
for the purpose of accounting for debits to the Mortgage Loan
Payment Record pursuant to clauses (i), (ii), (iv), (v) and (vi)
of this Section 3.04; provided, however, that it is understood
and agreed that the records of such accounting need not be
retained by the Company for a period longer than the five most
recent fiscal years.

      Section 3.05. Maintenance of the Primary Insurance
Policies. (a) The Company shall not take any action which would
result in non-coverage under any applicable Primary Insurance
Policy of any loss which, but for the actions of the Company,
would have been covered thereunder. To the extent coverage is
available, the Company shall keep or cause to be kept in full
force and effect each such Primary Insurance Policy until the
principal balance of the related Mortgage Note is 80% or less of
the greater of (i) the related Original Value and (ii) the then
current value of the property underlying the related Mortgage
Note as evidenced by an appraisal thereof satisfactory to the
Company; provided that no such Primary Insurance Policy need be
kept in effect if doing so would violate applicable law. The
Company shall not cancel or refuse to renew any such Primary
Insurance Policy applicable to a Mortgage Loan that is in effect
at the Closing Date and is required to be kept in force hereunder
unless the replacement Primary Insurance Policy for such canceled
or non-renewed policy is maintained with an insurer whose
claims-paying ability is acceptable to each Rating Agency for
mortgage pass-through certificates having ratings equal to or
better than the ratings then assigned to the Certificates by such
Rating Agency. The Company agrees to effect the timely payment of
the premium on each Primary Insurance Policy, and such costs not
otherwise recoverable shall be recoverable by the Company from
related Insurance Proceeds and Liquidation Proceeds pursuant to
Section 3.04.

     (b) In connection with its activities as administrator and
servicer of the Mortgage Loans, the Company agrees to present, on
behalf of itself, the Trustee and the Certificateholders, claims
to the insurer under each Primary Insurance Policy and, in this
regard, to take such reasonable action as shall be necessary to
permit recovery under any Primary Insurance Policy respecting a
related defaulted Mortgage Loan. To the extent provided in
Section 3.02(b), any 


                               53
<PAGE>


amounts collected by the Company under any Primary Insurance
Policy in respect of the Mortgage Loans (including, without
limitation, a Mortgage Loan purchased by a related insurer) shall
be credited to the Mortgage Loan Payment Record.

      Section 3.06. Maintenance of Hazard Insurance. The Company
shall cause to be maintained for each Mortgage Loan, other than a
Cooperative Loan, hazard insurance with a standard mortgagee
clause and with extended coverage in an amount which is at least
equal to the maximum insurable value of the improvements securing
such Mortgage Loan from time to time or the principal balance
owing on such Mortgage Loan from time to time, whichever is less.
The Company shall also maintain on property (other than
Cooperative Apartments) acquired upon foreclosure, or by deed in
lieu of foreclosure, hazard insurance with extended coverage in
an amount which is at least equal to the lesser of (i) the
maximum insurable value from time to time of the improvements
which are a part of such property or (ii) the unpaid principal
balance of such Mortgage Loan at the time of such foreclosure or
deed in lieu of foreclosure plus accrued interest and the
good-faith estimate of the Company of related Liquidation
Expenses to be incurred in connection therewith. To the extent
provided in Section 3.02(b)(iv), amounts collected by the Company
under any such policies in respect of the Mortgage Loans shall be
credited to the Mortgage Loan Payment Record. Such costs shall be
recoverable by the Company pursuant to Sections 3.03 and 3.04. In
cases in which property securing any Mortgage Loan other than a
Cooperative Loan is located in a federally designated flood area,
the hazard insurance to be maintained for such Mortgage Loan
shall include flood insurance. All such flood insurance shall be
in such amounts as are required under applicable guidelines of
FNMA. The Company shall be under no obligation to require that
any Mortgagor maintain earthquake or other additional insurance
and shall be under no obligation itself to maintain any such
additional insurance on property acquired in respect of a
Mortgage Loan, other than pursuant to such applicable laws and
regulations as shall at any time be in force and as shall require
such additional insurance. If the Company shall obtain and
maintain a blanket policy insuring against hazard losses on all
of the Mortgage Loans (whether or not including Cooperative
Loans), it shall conclusively be deemed to have satisfied its
obligations as set forth in the first sentence of this Section
3.06, it being understood and agreed that such policy may contain
a deductible clause, in which case the Company shall, in the
event that there shall not have been maintained on the related
Mortgaged Property a policy complying with the first sentence of
this Section 3.06, and there shall have been a loss which would
have been covered by such policy, credit to the Mortgage Loan
Payment Record the amount not otherwise payable under the blanket
policy because of such deductible clause.

      Section 3.07. Assumption and Modification Agreements. (a)
In any case in which property subject to a Mortgage has been or
is about to be conveyed by the Mortgagor, the Company shall
exercise its right to accelerate the maturity of such Mortgage
Loan under any "due-on-sale" clause applicable thereto, unless in
the reasonable discretion of the Company, such exercise would
adversely affect or jeopardize coverage under the related Primary
Insurance Policy, if any; provided, however, that if the Company
is prevented, as provided in Section 3.07(b), from enforcing any
such clause, the Company is authorized to make or enter into an
assumption and modification agreement from or with the Person to
whom such property has been or is about to be conveyed, pursuant
to which such Person becomes liable under the Mortgage Note and
the Mortgagor remains liable thereon. In connection with any such
assumption and modification agreement, the Company shall apply
its then current underwriting standards to such 


                               54
<PAGE>


Person. The Company shall not make or enter into any such
assumption and modification agreement, however, unless (to the
extent practicable in the circumstances) it shall have received
confirmation of the continued effectiveness of any applicable
Primary Insurance Policy and hazard insurance policy. The Company
shall notify the Trustee that any assumption and modification
agreement has been completed by forwarding to the Trustee the
original copy thereof, which copy shall be added by the Trustee
to the related Mortgage File and shall, for all purposes, be
considered a part of such Mortgage File to the same extent as all
other documents and instruments constituting a part thereof. In
connection with any such agreement, the Mortgage Rate, mortgage
term and any other material term of such Mortgage Loan shall not
be changed. Any fee collected by the Company for entering into
any such agreement will be retained by the Company as additional
servicing compensation.

     (b) Notwithstanding Section 3.07(a) or any other provision
of this Agreement, the Company shall not be deemed to be in
default, breach or any other violation of its obligations
hereunder by reason of any assumption of a Mortgage Loan, or
transfer of the property subject to a Mortgage without the
assumption thereof, by operation of law or any assumption or
transfer which the Company reasonably believes it may be
restricted by law from preventing, for any reason whatsoever.

      Section 3.08. Realization Upon Defaulted Mortgage Loans.
(a) The Company shall foreclose upon or otherwise comparably
convert the ownership of properties securing such of the Mortgage
Loans as come into and continue in default and as to which no
satisfactory arrangements can be made for collection of
delinquent payments pursuant to Section 3.02. In connection with
such foreclosure or other conversion the Company shall,
consistent with Section 3.05, follow such practices and
procedures as it shall deem necessary or advisable and as shall
be normal and usual in its general mortgage servicing activities.
The foregoing is subject to the proviso that the Company shall
not be required to expend its own funds in connection with any
foreclosure or towards the restoration of any property unless it
shall determine (i) that such restoration or foreclosure will
increase the proceeds of liquidation of the Mortgage Loan to
Certificateholders after reimbursement to itself for such
expenses and (ii) that such expenses will be recoverable to it
either through Liquidation Proceeds or Insurance Proceeds.
Notwithstanding the foregoing, the Company shall not be entitled
to recover legal expenses incurred in connection with foreclosure
proceedings where the Mortgage Loan is reinstated and such
foreclosure proceedings are terminated prior to completion, other
than sums received from the Mortgagor for such expenses.

           Notwithstanding anything to the contrary contained
herein, the Company shall be under no obligation to foreclose
upon or otherwise convert the ownership of any Mortgaged Property
which it believes may be contaminated with or affected by
hazardous or toxic wastes, materials or substances. The Company
may, but shall not be obligated to, make such determination on
the basis of a Phase I environmental assessment with respect to
the related Mortgaged Property. Neither the Trustee nor the
Company shall be liable to the Trust Fund or the
Certificateholders if, based on the Company's belief that such
contamination or effect exists, the Company does not foreclose
upon or otherwise convert the ownership of a Mortgaged Property.
In addition, neither the Trustee nor the Company shall be liable
to the Trust Fund or the Certificateholders if, based on the
Company's belief that no such contamination or effect exists, the
Company forecloses upon a Mortgaged Property and the Trustee or
its nominee on 


                               55
<PAGE>


behalf of the Trust Fund takes title to such Mortgaged Property,
and thereafter such Mortgaged Property is determined to be so
contaminated or affected.

     (b) In the event that title to any Mortgaged Property is
acquired in foreclosure or by deed in lieu of foreclosure, the
deed or certificate of sale shall be issued to the Trustee, or to
its nominee on behalf of the Trust Fund. Notwithstanding any such
acquisition of title and cancellation of the related Mortgage
Loan, such Mortgage Loan shall (except for purposes of Section
9.01) be considered to be an Outstanding Mortgage Loan until such
time as the Mortgaged Property shall be sold and such Mortgage
Loan becomes a Liquidated Mortgage Loan. Consistent with the
foregoing, for purposes of all calculations hereunder so long as
such Mortgage Loan shall be considered to be an Outstanding
Mortgage Loan, it shall be assumed that the related Mortgage Note
and its amortization schedule in effect on and after such
acquisition of title (after giving effect to any previous
Principal Prepayments and Deficient Valuations incurred
subsequent to the related Bankruptcy Coverage Termination Date
and before any adjustment thereto by reason of any bankruptcy
(other than as aforesaid) or any similar proceeding or any
moratorium or similar waiver or grace period) remain in effect
(notwithstanding that the indebtedness evidenced by such Mortgage
Note shall have been discharged), subject to adjustment to
reflect the application of REO Proceeds received in any month.
REO Proceeds received in any month shall be applied to the
payment of the installments of principal due and interest accrued
on the related REO Mortgage Loan in accordance with the terms of
such Mortgage Note. REO Proceeds received in any month in excess
of the Amortization Payment for such month due on an REO Mortgage
Loan shall be treated as a Principal Prepayment received in
respect of such Mortgage Loan.

     (c) In the event that the Trust Fund acquires any Mortgaged
Property as aforesaid or otherwise in connection with a default
or imminent default on a Mortgage Loan, the Company shall dispose
of such Mortgaged Property prior to the close of the third
calendar year after the year of its acquisition by the Trust Fund
unless (a) the Trustee shall have been supplied with an Opinion
of Counsel to the effect that the holding by the Trust Fund of
such Mortgaged Property subsequent to such period (and specifying
the period beyond such period for which the Mortgaged Property
may be held) will not result in the imposition of taxes on
"prohibited transactions" of the Trust Fund as defined in section
860F of the Code, or cause the REMIC established hereunder to
fail to qualify as a REMIC at any time that any Certificates are
outstanding, in which case the Trust Fund may continue to hold
such Mortgaged Property (subject to any conditions contained in
such Opinion of Counsel), or (b) the Trustee (at the Company's
expense) or the Company shall have applied for, not later than 61
days prior to the expiration of such period, an extension of such
period in the manner contemplated by section 856(e)(3) of the
Code, in which case such period shall be extended by the time
period permitted by section 856(e)(3) of the Code.
Notwithstanding any other provision of this Agreement, no
Mortgaged Property acquired by the Trust Fund shall be rented (or
allowed to continue to be rented) or otherwise used for the
production of income by or on behalf of the Trust Fund or sold in
such a manner or pursuant to any terms that would (i) cause such
Mortgaged Property to fail to qualify at any time as "foreclosure
property" within the meaning of section 860G(a)(8) of the Code,
(ii) subject the Trust Fund to the imposition of any federal or
state income taxes on "net income from foreclosure property" with
respect to such Mortgaged Property within the meaning of section
860G(c) of the Code, or (iii) cause the sale of such Mortgaged
Property to result in the receipt by the Trust Fund of any income
from non-permitted assets as described in section 


                               56
<PAGE>


860F(a)(2)(B) of the Code, unless the Company has agreed to
indemnify and hold harmless the Trust Fund with respect to the
imposition of any such taxes.

     (d) Any collection of Insurance Proceeds or Liquidation
Proceeds will be applied in the following order of priority:
first, to reimburse the Company for any related unreimbursed
Liquidation Expenses and to reimburse the Company or the Trustee,
as applicable, for any related unreimbursed Monthly Advances;
second, to accrued and unpaid interest on the Mortgage Loan at
the Mortgage Rate from the date to which interest was last paid
or advanced to the Due Date prior to the Distribution Date on
which such amounts are to be distributed; and third, as a
recovery of principal of the Mortgage Loan. If the amount so
allocated to interest is less than the full amount of accrued and
unpaid interest due on such Mortgage Loan, the amount of such
recovery will be allocated among the Base Servicing Fee at the
Base Servicing Fee Rate, the Supplemental Servicing Fee at the
Supplemental Servicing Fee Rate and interest at the Remittance
Rate in proportion to the amount of such accrued interest which
would have been allocated to each such category in the absence of
any shortfall. The resulting Interest Loss shall be allocated
among each such category in the same proportion as described in
the preceding sentence. The portion so allocated to interest at
the Remittance Rate shall be allocated to the Certificates for
purposes of making the allocation specified in the definition of
Certificate Interest Loss.

     (e) Notwithstanding anything to the contrary contained
herein, the Company shall have the right to enter into an
agreement substantially in the form of Exhibit K hereto with any
Person that is the Holder of 100% of the Class B5 Certificates
(provided that such form may be revised to delete the option on
the part of such Person to purchase a defaulted Mortgage Loan as
set forth in Section 2.02(f) thereof). Prior to entering into any
such agreement with any Person, the Company shall obtain a
certification from such Person to the effect that (i) such Person
is not an "affiliate" (within the meaning of the Prohibited
Transaction Exemption) of the Trustee and (ii) such Person will
not purchase any Certificates if such purchase would cause such
Person to hold more than a ten percent interest in the Mortgage
Pool. It is understood that the right of the Company to be
reimbursed for Monthly Advances and Nonrecoverable Advances under
this Agreement shall not be affected in any way by the provisions
of any such agreement. The Trustee hereby agrees to perform such
obligations as may be expressly required of it pursuant to the
provisions of such agreement and to promptly notify each party to
such agreement if a Responsible Officer of the Trustee (with
direct responsibility for administration of this Agreement)
becomes aware of any discussions, plans or events that might lead
to the Trustee's becoming an "affiliate" (within the meaning of
the Prohibited Transaction Exemption) of any Person with which
the Company has entered into such agreement, provided that the
contents of any such notification shall be kept confidential by
the parties to such agreement. The Company agrees to promptly
notify the Trustee upon entering into any such agreement. In
addition, the Company shall provide the Trustee with such
information as may be necessary for the Trustee to perform its
obligations thereunder, including written instructions, clearly
identifying the source, amount and application of funds to be
deposited or withdrawn from the Collateral Fund (as defined in
such agreement). The Trustee shall provide the Company with such
information concerning credits and debits to the Collateral Fund
on account of income, gains and losses realized from Collateral
Fund Permitted Investments (as defined in such agreement), and
costs associated with the purchase and sale thereof, as the
Company may request in order to prepare the instructions
described in the preceding sentence.


                               57
<PAGE>


           In addition, subject to the provisions of the
preceding paragraph, the Company shall have the right to enter
into an agreement substantially in the form of Exhibit K hereto
with the Person that is the Holder of 100% of the Class B4
Certificates, provided that (i) such Person is also the Holder of
100% of the Class B5 Certificates, (ii) such Person shall have no
rights under such agreement until the date on which the Class
Certificate Principal Balance of the Class B5 Certificates has
been reduced to zero, and (iii) any rights of such Person under
such agreement shall terminate in the event that such Person
transfers, directly or indirectly, the Class B4 Certificates to
any other Person.

      Section 3.09. Trustee to Cooperate; Release of Mortgage
Files. Upon the payment in full of any Mortgage Loan, the Company
will immediately notify the Trustee by a certification (which
certification shall include a statement to the effect that all
amounts received in connection with such payment which are
required to be credited to the Mortgage Loan Payment Record
pursuant to Section 3.02 have been so credited) of a Servicing
Officer and shall request delivery to it of the Mortgage File. If
a Buydown Mortgage Loan is the subject of a Principal Prepayment
in full during the related Buydown Period, the related Buydown
Funds will be applied or returned to the Person entitled thereto
in accordance with the terms of such Buydown Mortgage Loan. Upon
receipt of such certification and request in form satisfactory to
the Trustee, the Trustee shall promptly, but in any event within
five Business Days, release the related Mortgage File to the
Company; provided, that the Trustee shall not be responsible for
any delay in the release of a Mortgage File resulting from acts
beyond its control, including without limitation, acts of God,
strikes, lockouts, riots, acts of war or terrorism, epidemics,
nationalization, governmental regulations imposed after the fact,
fire, communication line failures, computer viruses, power
failures, earthquakes or other disasters. Upon any such payment
in full, the Company is authorized to execute, pursuant to the
authorization contained in Section 3.01, an instrument of
satisfaction regarding such Mortgage, which instrument of
satisfaction shall be recorded by the Company if required by
applicable law and be delivered to the Person entitled thereto,
it being understood and agreed that no expenses incurred in
connection with such instrument of satisfaction shall be
reimbursed from amounts at the time credited to the Mortgage Loan
Payment Record. From time to time and as appropriate for the
servicing or foreclosure of any Mortgage Loan (including, without
limitation, collection under any Primary Insurance Policy), the
Trustee shall, upon request of the Company and delivery to the
Trustee of a receipt signed by a Servicing Officer, release the
related Mortgage File to the Company and shall execute such
documents as shall be necessary to the prosecution of any such
proceedings. Such receipt shall obligate the Company to return
the Mortgage File to the Trustee when the need therefor by the
Company no longer exists unless the Mortgage Loan shall be
liquidated, in which case, upon receipt of a certificate of a
Servicing Officer similar to that hereinabove specified, the
receipt shall be released by the Trustee to the Company.

      Section 3.10. Servicing Compensation; Payment of Certain
Expenses by the Company. (a) As compensation for its activities
and obligations hereunder, the Company shall be entitled to
withhold and pay to itself out of each payment received by it on
account of interest on each Mortgage Loan (including the portion
of any Buydown Funds applied to the related Buydown Mortgage Loan
for the applicable period) an amount equal to the Servicing Fee.
The aggregate of the Servicing Fees payable to the Company on any
Distribution Date shall be reduced by the amount of any
Compensating Interest Payment for such Distribution Date.
Additional servicing compensation in the form of Prepayment
Interest Excess, assumption fees, modification fees, late 


                               58
<PAGE>


payment charges, interest income or gain with respect to amounts
deposited in the Certificate Account and invested by the Company
or otherwise shall be retained by the Company, subject to Section
3.10(b), if applicable. The Company shall be required to pay all
expenses incurred by it in connection with its activities
hereunder (including payment of Trustee fees and all other fees
and expenses not expressly stated hereunder to be for the account
of the Certificateholders) and shall not be entitled to
reimbursement therefor except as provided in Sections 3.01, 3.03,
3.04 and 3.08.

     (b) The Company may, as a condition to granting any request
by a Mortgagor for any consent, modification, waiver or amendment
or any other matter or thing, the granting of which is in the
Company's discretion pursuant to the terms of the instruments
evidencing or securing the related Mortgage Loan and is permitted
by other sections of this Agreement, require (to the extent
permitted by applicable law) that such Mortgagor pay to it a
reasonable or customary fee in accordance with the schedule set
forth as Exhibit H (which may be amended from time to time by
provision of a revised schedule of such fees to the Trustee,
whereupon such revised schedule shall be deemed to be Exhibit H
hereunder) for the additional services performed in connection
with such request, together with any related costs and expenses
incurred by it. Such fees shall be additional servicing
compensation to the Company.

     Section 3.11. Reports to the Trustee; Certificate Account
Statements. Not later than 15 days after each Distribution Date,
the Company shall forward to the Trustee a statement, certified
by a Servicing Officer, setting forth the status of the Mortgage
Loan Payment Record as of the close of business on such
Distribution Date and showing, for the period covered by such
statement, the aggregate of credits to the Mortgage Loan Payment
Record for each category of credit specified in Section 3.02 and
each category of debit specified in Section 3.04.

      Section 3.12. Annual Statement as to Compliance. The
Company will deliver to the Trustee, on or before March 31 of
each year, beginning with March 31, 2000, an Officer's
Certificate stating that (a) a review of the activities of the
Company during the preceding calendar year and of its performance
under this Agreement has been made under such Officer's
supervision and (b) to the best of such Officer's knowledge,
based on such review, the Company has fulfilled all its material
obligations under this Agreement throughout such year, or, if
there has been a default in the fulfillment of any such
obligation, specifying each such default known to such Officer
and the nature and status thereof.

     Section 3.13. Annual Independent Public Accountants'
Servicing Report. On or before March 31 of each year, beginning
with March 31, 2000, the Company shall:

     (a) furnish to a firm of independent public accountants
(which may also render other services to the Company) a statement
substantially to the effect that the Company has complied in all
material respects with the minimum servicing standards set forth
in the Uniform Single Attestation Program for Mortgage Bankers
(the "Minimum Servicing Standards") with respect to the mortgage
loans in the Company's servicing portfolio (which may exclude
home equity loans) or, if there has been material noncompliance
with such servicing standards, containing a description of such
noncompliance; and


                               59
<PAGE>


     (b) at its expense cause such firm of independent public
accountants to furnish a report to the Trustee stating its
opinion as to the Company's assertion contained in the statement
delivered pursuant to Section 3.13(a), which opinion shall be
based on an examination conducted by such firm in accordance with
the standards established by the American Institute of Certified
Public Accountants, including examining, on a test basis,
evidence about the Company's compliance with the Minimum
Servicing Standards. Such opinion shall be to the effect that the
Company has complied in all material respects with the Minimum
Servicing Standards with respect to the mortgage loan portfolio
described in the Company's statement delivered pursuant to
Section 3.13(a) hereof or if there has been material
noncompliance with the Minimum Servicing Standards, shall contain
a description of such noncompliance in accordance with applicable
accounting standards. In rendering such report, such firm may
rely, as to matters relating to direct servicing of Mortgage
Loans by any primary servicer, upon comparable reports of
independent public accountants with respect to such primary
servicer.

      Section 3.14. Access to Certain Documentation and
Information Regarding the Mortgage Loans. To the extent permitted
by applicable law, the Company shall provide to the Trustee,
Certificateholders which are regulated insurance entities and the
applicable insurance regulatory agencies thereof,
Certificateholders which are federally insured savings and loan
associations, the Office of Thrift Supervision, the FDIC and the
supervisory agents and examiners thereof access to the
documentation regarding the Mortgage Loans required by applicable
regulations of the Office of Thrift Supervision or of such
insurance regulatory agencies, as the case may be, such access
being afforded without charge but only upon reasonable request
and during normal business hours at the offices of the Company.
Nothing in this Section 3.14 shall derogate from the obligation
of the Company to observe any applicable law prohibiting
disclosure of information regarding the Mortgagors and the
failure of the Company to provide access as provided in this
Section 3.14 as a result of such obligation shall not constitute
a breach of this Section 3.14.

     Section 3.15. Maintenance of Certain Servicing Policies. The
Company shall during the term of its service as servicer maintain
in force (i) a policy or policies of insurance covering errors
and omissions in the performance of its obligations as servicer
hereunder and (ii) a fidelity bond in respect of its officers,
employees or agents. Each such policy or policies and bond shall,
together, comply with the requirements from time to time of FNMA
for persons performing servicing for mortgage loans purchased by
such association.

     Section 3.16. Optional Purchase of Defaulted Mortgage Loans.
The Company shall have the right, but not the obligation, to
purchase any Defaulted Mortgage Loan for a price equal to the
Purchase Price therefor. Any such purchase shall be accomplished
as provided in Section 4.04(a) hereof.

                           ARTICLE IV

                      PAYMENTS AND STATEMENTS

     Section 4.01. Distributions. (a) On each Distribution Date,
the Trustee shall withdraw the Available Funds from the
Certificate Account and shall make distributions to Holders of
the 


                               60
<PAGE>


Certificates as of the preceding Record Date in the following
order of priority, to the extent of the remaining Available
Funds:

               (i) to each Class of Senior Certificates (other
          than any Class of Principal Only Certificates), the
          Accrued Certificate Interest thereon for such
          Distribution Date; provided, however, that any
          shortfall in available amounts shall be allocated among
          such Classes in proportion to the amount of Accrued
          Certificate Interest that would otherwise be
          distributable thereto;

               (ii) to each Class of Senior Certificates (other
          than any Class of Principal Only Certificates), any
          related Unpaid Class Interest Shortfall for such
          Distribution Date; provided, however, that any
          shortfall in available amounts shall be allocated among
          such Classes in proportion to the Unpaid Class Interest
          Shortfall for each such Class on such Distribution
          Date;

               (iii) to the Classes of Senior Certificates in
          reduction of the Class Certificate Principal Balances
          thereof, as set forth in Exhibit O hereto without
          regard to the use therein of the word "approximate" or
          any derivation thereof; provided, however, that defined
          terms used in Exhibit O shall have the meanings
          assigned thereto in Article I hereof; 

               (iv) to the Class PO Certificates, any Class PO
          Deferred Amount for such Distribution Date, up to an
          amount not to exceed the Junior Optimal Principal
          Amount for such Distribution Date, until the Class
          Certificate Principal Balance of such Class has been
          reduced to zero; provided, that any such amounts
          distributed to the Class PO Certificates pursuant to
          this clause (iv) shall not reduce the Class Certificate
          Principal Balance thereof;

               (v) to the Class M Certificates, the Accrued
          Certificate Interest thereon for such Distribution
          Date;

               (vi) to the Class M Certificates, any Unpaid Class
          Interest Shortfall therefor on such Distribution Date;

               (vii) to the Class M Certificates, in reduction of
          the Class Certificate Principal Balance thereof, such
          Class's Allocable Share of the Junior Optimal Principal
          Amount on such Distribution Date;

               (viii) to the Class B1 Certificates, the Accrued
          Certificate Interest thereon for such Distribution
          Date;

               (ix) to the Class B1 Certificates, any Unpaid
          Class Interest Shortfall therefor on such Distribution
          Date;

               (x) to the Class B1 Certificates, in reduction of
          the Class Certificate Principal Balance thereof, such
          Class's Allocable Share of the Junior Optimal Principal
          Amount on such Distribution Date;


                               61
<PAGE>


               (xi) to the Class B2 Certificates, the Accrued
          Certificate Interest thereon for such Distribution
          Date;

               (xii) to the Class B2 Certificates, any Unpaid
          Class Interest Shortfall therefor on such Distribution
          Date;

               (xiii) to the Class B2 Certificates, in reduction
          of the Class Certificate Principal Balance thereof,
          such Class's Allocable Share of the Junior Optimal
          Principal Amount on such Distribution Date;

               (xiv) to the Class B3 Certificates, the Accrued
          Certificate Interest thereon for such Distribution
          Date;

               (xv) to the Class B3 Certificates, any Unpaid
          Class Interest Shortfall therefor on such Distribution
          Date;

               (xvi) to the Class B3 Certificates, in reduction
          of the Class Certificate Principal Balance thereof,
          such Class's Allocable Share of the Junior Optimal
          Principal Amount on such Distribution Date;

               (xvii) to the Class B4 Certificates, the Accrued
          Certificate Interest thereon for such Distribution
          Date;

               (xviii) to the Class B4 Certificates, any Unpaid
          Class Interest Shortfall therefor on such Distribution
          Date;

               (xix) to the Class B4 Certificates, in reduction
          of the Class Certificate Principal Balance thereof,
          such Class's Allocable Share of the Junior Optimal
          Principal Amount on such Distribution Date;

               (xx) to the Class B5 Certificates, the Accrued
          Certificate Interest thereon for such Distribution
          Date;

               (xxi) to the Class B5 Certificates, any Unpaid
          Class Interest Shortfall therefor on such Distribution
          Date; and

               (xxii) to the Class B5 Certificates, in reduction
          of the Class Certificate Principal Balance thereof,
          such Class's Allocable Share of the Junior Optimal
          Principal Amount on such Distribution Date.

Notwithstanding the foregoing, amounts otherwise distributable
pursuant to clauses (vii), (x), (xiii), (xvi), (xix) and (xxii)
on any Distribution Date shall be reduced, in inverse order of
priority, by any amount distributed pursuant to clause (iv) on
such date, such that such amount distributed pursuant to clause
(iv) on such date shall be applied first to reduce the amount
distributable pursuant to clause (xxii), and then, to the extent
of any excess, applied second, to reduce the amount distributable
pursuant to clause (xix), third, to reduce the amount
distributable pursuant to clause (xvi), fourth, to reduce the
amount distributable pursuant to clause (xiii), fifth, 


                               62
<PAGE>


to reduce the amount distributable pursuant to clause (x) and
sixth, to reduce the amount distributable pursuant to clause
(vii).

     (b) On each Distribution Date, the Trustee shall distribute
to the holder of the Class R Certificate any remaining Available
Funds for such Distribution Date after application of all amounts
described in clause (a) of this Section 4.01, together with any
Unanticipated Recoveries received by the Company in the calendar
month preceding the month of such Distribution Date and not
distributed on such Distribution Date to the holders of
outstanding Certificates of any other Class pursuant to Section
4.01(e). Any distributions pursuant to this clause (b) shall not
reduce the Class Certificate Principal Balance of the Class R
Certificate.

     (c) If on any Distribution Date the Class Certificate
Principal Balances of the Junior Certificates have each been
reduced to zero, the amount distributable to the Senior
Certificates other than the Class PO Certificates pursuant to
Section 4.01(a)(iii) for such Distribution Date and each
succeeding Distribution Date shall be allocated among such
Classes of Senior Certificates, pro rata, on the basis of their
respective Class Certificate Principal Balances immediately prior
to such Distribution Date, regardless of the priorities and
amounts set forth in Section 4.01(a)(iii).

     (d) If on any Distribution Date (i) the Class Certificate
Principal Balance of the Class M Certificates or any Class of
Class B Certificates for which the related Prepayment
Distribution Trigger was satisfied on such Distribution Date is
reduced to zero and (ii) amounts distributable pursuant to
clauses (ii), (iv) and (v) of the Junior Optimal Principal Amount
remain undistributed on such Distribution Date after all amounts
otherwise distributable on such date pursuant to clauses (iv)
through (xxii) of Section 4.01(a) have been distributed, such
amounts shall be distributed on such Distribution Date to the
remaining Classes of Junior Certificates in order of priority,
such that no such distribution shall be made to any Class of
Junior Certificates while a prior such Class is outstanding.

     (e) In the event that in any calendar month the Company
recovers an amount (an "Unanticipated Recovery") in respect of
principal of a Mortgage Loan which had previously been allocated
as a Realized Loss to any Class of Certificates pursuant to
Section 4.03, on the Distribution Date in the next succeeding
calendar month the Trustee shall withdraw from the Certificate
Account and distribute to the holders of each outstanding Class
to which such Realized Loss had previously been allocated its
share (determined as described in the succeeding paragraph) of
such Unanticipated Recovery in an amount not to exceed the amount
of such Realized Loss previously allocated to such Class. When
the Class Certificate Principal Balance of a Class of
Certificates has been reduced to zero, the holders of such Class
shall not be entitled to any share of an Unanticipated Recovery,
and such Unanticipated Recovery shall be allocated among all
outstanding Classes of Certificates entitled thereto in
accordance with the preceding sentence, subject to the remainder
of this subsection (e). In the event that (i) any Unanticipated
Recovery remains undistributed in accordance with the preceding
sentence or (ii) the amount of an Unanticipated Recovery exceeds
the amount of the Realized Loss previously allocated to any
outstanding Classes with respect to the related Mortgage Loan, on
the applicable Distribution Date the Trustee shall distribute to
the holders of all outstanding Classes of the related
Certificates to which Realized Losses had previously been
allocated and not reimbursed their pro rata share (determined as
described below) of such excess in an amount not to exceed the


                               63
<PAGE>


aggregate amount of any Realized Loss previously allocated to
such Class with respect to any other Mortgage Loan that has not
been recovered in accordance with this subsection (e). Any
distributions made pursuant to this subsection (e) shall not
reduce the Class Certificate Principal Balance of the related
Certificate.

           For purposes of the preceding paragraph, the share of
an Unanticipated Recovery allocable to any Class of Certificates
with respect to a Mortgage Loan shall be (i) with respect to the
Class PO Certificates, based on the applicable PO Percentage of
the principal portion of the Realized Loss previously allocated
thereto with respect to such Mortgage Loan (or all Mortgage Loans
for purposes of the next to last sentence of the preceding
paragraph), and (ii) with respect to any other Class of
Certificates, based on its pro rata share (in proportion to the
Class Certificate Principal Balances thereof with respect to such
Distribution Date) of the applicable Non-PO Percentage of the
principal portion of any such Realized Loss previously allocated
with respect to such Mortgage Loan (or Loans); provided, however,
that (i) the share of an Unanticipated Recovery allocable to a
Class PO Certificate with respect to any Mortgage Loan (or Loans)
shall be reduced by the aggregate amount previously distributed
to such Class on account of the applicable Class PO Deferred
Amount in respect of such Mortgage Loan (or Loans) and (ii) the
amount by which the distributions to the Class PO Certificates
have been so reduced shall be distributed to the Classes of
Certificates described in clause (ii) of the preceding paragraph
in the same proportion as described in such clause (ii). For
purposes of the preceding sentence, any Class PO Deferred Amount
distributed to a Class PO Certificate on previous Distribution
Dates shall be deemed to have been allocated in respect of the
Mortgage Loans as to which the applicable PO Percentage of the
principal portion of Realized Losses has previously been
allocated to such Class on a pro rata basis (based on the amount
of Realized Losses so allocated).

      Section 4.02. Method of Distribution. (a) All distributions
with respect to each Class of Certificates on each Distribution
Date shall be made pro rata among the outstanding Certificates of
such Class, based on the Percentage Interest in such Class
represented by each Certificate. Payments to the
Certificateholders on each Distribution Date will be made by the
Trustee to the Certificateholders of record on the related Record
Date (other than as provided in Section 9.01 respecting the final
distribution) by check or money order mailed to a
Certificateholder at the address appearing in the Certificate
Register, or upon written request by such Certificateholder to
the Trustee made not later than the applicable Record Date, by
wire transfer to a U.S. depository institution acceptable to the
Trustee, or by such other means of payment as such
Certificateholder and the Trustee shall agree.

     (b) Each distribution with respect to a Book-Entry
Certificate shall be paid to the Depository, which shall credit
the amount of such distribution to the accounts of its Depository
Participants in accordance with its normal procedures. Each
Depository Participant shall be responsible for disbursing such
distribution to the Certificate Owners that it represents and to
each Financial Intermediary for which it acts as agent. Each
Financial Intermediary shall be responsible for disbursing funds
to the Certificate Owners that it represents. All such credits
and disbursements with respect to a Book-Entry Certificate are to
be made by the Depository and the Depository Participants in
accordance with the provisions of the applicable Certificates.
Neither the Trustee nor the Company shall have any responsibility
therefor except as otherwise provided by applicable law.


                               64
<PAGE>


     (c) The Trustee shall withhold or cause to be withheld such
amounts as it reasonably determines are required by the Code
(giving full effect to any exemptions from withholding and
related certifications required to be furnished by
Certificateholders or Certificate Owners and any reductions to
withholding by virtue of any bilateral tax treaties and any
applicable certification required to be furnished by
Certificateholders or Certificate Owners with respect thereto)
from distributions to be made to Non-U.S. Persons. If the Trustee
reasonably determines that a more accurate determination of the
amount required to be withheld for a distribution can be made
within a reasonable period after the scheduled date for such
distribution, it may hold such distribution in trust for a holder
of a Residual Certificate until such determination can be made.
For the purposes of this paragraph, a "Non-U.S. Person" is (i) an
individual other than a citizen or resident of the United States,
(ii) a partnership, corporation or entity treated as a
partnership or corporation for U.S. federal income tax purposes
not formed under the laws of the United States, any state thereof
or the District of Columbia (unless, in the case of a
partnership, Treasury regulations provide otherwise), (iii) any
estate, the income of which is not subject to U.S. federal income
taxation, regardless of source, and (iv) any trust, other than a
trust that a court within the United States is able to exercise
primary supervision over the administration of the trust and one
or more U.S. Persons have the authority to control all
substantial decisions of the trust.

     Section 4.03. Allocation of Losses. (a) On or prior to each
Determination Date, the Company shall determine the amount of any
Realized Loss in respect of each Mortgage Loan that occurred
during the immediately preceding calendar month.

     (b) With respect to any Distribution Date, the principal
portion of each Realized Loss (other than any Excess Loss) shall
be allocated as follows:

               (i) the applicable PO Percentage of the principal
          portion of any such Realized Loss shall be allocated to
          the Class PO Certificates until the Class Certificate
          Principal Balance thereof has been reduced to zero; and

               (ii) the applicable Non-PO Percentage of the
          principal portion of any such Realized Loss shall be
          allocated in the following order of priority:

               first, to the Class B5 Certificates until the
          Class Certificate Principal Balance thereof has been
          reduced to zero;

               second, to the Class B4 Certificates until the
          Class Certificate Principal Balance thereof has been
          reduced to zero;

               third, to the Class B3 Certificates until the
          Class Certificate Principal Balance thereof has been
          reduced to zero;

               fourth, to the Class B2 Certificates until the
          Class Certificate Principal Balance thereof has been
          reduced to zero;

               fifth, to the Class B1 Certificates until the
          Class Certificate Principal Balance thereof has been
          reduced to zero;


                               65
<PAGE>


               sixth, to the Class M Certificates until the Class
          Certificate Principal Balance thereof has been reduced
          to zero; and

               seventh, to the Classes of Senior Certificates
          other than the Class PO Certificates, pro rata, in
          accordance with their Class Certificate Principal
          Balances; provided, that any such loss allocated to any
          Class of Accrual Certificates (and any Accrual
          Component) shall be allocated (subject to Section
          4.03(d)) on the basis of the lesser of (x) the Class
          Certificate Principal Balance (or Component Principal
          Balance) thereof immediately prior to the applicable
          Distribution Date and (y) the Class Certificate
          Principal Balance (or Component Principal Balance)
          thereof on the Closing Date (as reduced by any Realized
          Losses previously allocated thereto).

     (c) With respect to any Distribution Date, the principal
portion of any Excess Loss (other than Excess Bankruptcy Losses
attributable to Debt Service Reductions) shall be allocated as
follows: (1) the PO Percentage of any such loss shall be
allocated to the Class PO Certificates, and (2) the Non-PO
Percentage of any such loss shall be allocated to each Class of
Certificates other than the Class PO Certificates, pro rata,
based on the respective Class Certificate Principal Balances
thereof; provided, that any such loss allocated to any Class of
Accrual Certificates (and any Accrual Component) shall be
allocated (subject to Section 4.03(d)) on the basis of the lesser
of (x) the Class Certificate Principal Balance (or Component
Principal Balance) thereof immediately prior to the applicable
Distribution Date and (y) the Class Certificate Principal Balance
(or Component Principal Balance) thereof on the Closing Date (as
reduced by any Realized Losses previously allocated thereto).

     (d) Any Realized Losses allocated to a Class of Certificates
pursuant to Section 4.03(b) or (c) shall be allocated among the
Certificates of such Class in proportion to their respective
Certificate Principal Balances. In addition, any Realized Losses
allocated to any Class of Component Certificates on a
Distribution Date shall be allocated in reduction of the
Component Principal Balances of the related Components (other
than any Notional Component) in proportion to their respective
Component Principal Balances immediately prior to such
Distribution Date. Any allocation of Realized Losses pursuant to
this paragraph (d) shall be accomplished by reducing the
Certificate Principal Balance (or, in the case of any Component,
the Component Principal Balance) of the related Certificates (or
Components) on the related Distribution Date in accordance with
Section 4.03(e).

     (e) Realized Losses allocated in accordance with this
Section 4.03 shall be allocated on the Distribution Date in the
month following the month in which such loss was incurred and, in
the case of the principal portion thereof, after giving effect to
distributions made on such Distribution Date, except that the
aggregate amount of Realized Losses to be allocated to the Class
PO Certificates on such Distribution Date will be taken into
account in determining distributions in respect of any Class PO
Deferred Amount for such date.

     (f) On each Distribution Date, the Company shall determine
the Subordinate Certificate Writedown Amount, if any. Any such
Subordinate Certificate Writedown Amount shall effect a
corresponding reduction in the Certificate Principal Balance of
the Subordinate 


                               66
<PAGE>


Certificates, which reduction shall occur on such Distribution
Date after giving effect to distributions made on such
Distribution Date.

     (g) Notwithstanding the foregoing, no such allocation of any
Realized Loss shall be made on a Distribution Date to a Class of
Certificates to the extent that such allocation would result in
the reduction of the aggregate Certificate Principal Balances of
all the Certificates as of such Distribution Date, after giving
effect to all distributions and prior allocations of Realized
Losses on such date, to an amount less than the aggregate
Scheduled Principal Balance of the Mortgage Loans as of the first
day of the month of such Distribution Date, less any Deficient
Valuations occurring on or prior to the Bankruptcy Coverage
Termination Date (such limitation, the "Loss Allocation
Limitation").

      Section 4.04. Monthly Advances; Purchases of Defaulted
Mortgage Loans. (a) The Company shall be required to make Monthly
Advances in the manner and to the extent provided herein. Prior
to the close of business on each Determination Date, the Company
shall determine (i) the amount of the Monthly Advance which it is
required to make on the related Distribution Date and (ii)
whether it has elected to purchase any Defaulted Mortgage Loan or
Loans on such Distribution Date. If the Company so elects to
purchase any Defaulted Mortgage Loans (or is required to purchase
any Mortgage Loan pursuant to Section 2.02 or 2.03(a)), no
Monthly Advance shall be required with respect thereto for the
month in which such purchase occurs. The Company shall include
information as to each of such determinations in the Servicer's
Certificate furnished by it to the Trustee in accordance with
Section 4.06 and shall be obligated to transfer to the
Certificate Account pursuant to Section 3.02(d) on or before
11:00 a.m. New York time on the Business Day next preceding the
following Distribution Date in next-day funds the respective
amounts applicable to such determinations appearing in such
Servicer's Certificate. Upon receipt by the Trustee of written
notification signed by a Servicing Officer of any such deposit
relating to the purchase by the Company of such a Mortgage Loan,
the Trustee shall release to the Company the related Mortgage
File and shall execute and deliver such instruments of transfer
or assignment, in each case without recourse, as shall be
necessary to vest in the Company any Mortgage Loan released
pursuant hereto.

     (b) In the event that the Company transfers or expects to
transfer less than the Available Funds required to be deposited
by it pursuant to Section 3.02(d), the Company shall so notify
the Trustee no later than 9:00 a.m. on the Business Day preceding
the related Distribution Date, and the amount so transferred, if
any, shall be deemed to have been transferred first pursuant to
clause (i) of the definition of Available Funds, second pursuant
to clause (iii) of the definition of Available Funds, and third
pursuant to clause (ii) of the definition of Available Funds.
Such notice shall specify each Mortgage Loan delinquent as of the
preceding Determination Date. In such event, the Trustee shall
make any Monthly Advance required to be made hereunder, in the
manner and to the extent required; provided, the Trustee shall
not be so obligated if prohibited by applicable law.

     (c) In the event that the Company is succeeded hereunder as
servicer, the obligation to make Monthly Advances in the manner
and to the extent required by Section 4.04(a) shall be assumed by
the successor servicer (subject to Section 7.02).


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<PAGE>


     Section 4.05. Statements to Certificateholders. Each month,
at least two Business Days prior to each Distribution Date, the
Company shall deliver to the Trustee for mailing to each
Certificateholder, and the Trustee shall mail to each
Certificateholder on such Distribution Date, a statement (each, a
"Distribution Date Statement") substantially in the form of
Exhibit J hereto, setting forth:

               (i) The amount of such distribution to the
          Certificateholders of each Class (and in respect of any
          Component), other than any Notional Certificates (and
          any Notional Component), allocable to principal,
          separately identifying the aggregate amount of any
          Principal Prepayments included therein (including, for
          this purpose, the Scheduled Principal Balances of all
          Defaulted Mortgage Loans and Defective Mortgage Loans
          purchased pursuant to Section 2.02, 2.03(b) or 3.16,
          respectively, and any amounts deposited pursuant to
          Section 2.03(b) in connection with the substitution of
          any Mortgage Loans pursuant to Section 2.02 or 2.03(a),
          the proceeds of which purchases or substitutions are
          being distributed on such Distribution Date);

               (ii) The amount of such distribution to the
          Certificateholders of each Class (other than any Class
          of Principal Only Certificates) allocable to interest,
          including any Accrual Amount added to the Class
          Certificate Principal Balance or Component Principal
          Balance of any Class of Accrual Certificates or any
          Accrual Components;

               (iii) The amount of servicing compensation paid to
          the Company during the month preceding the month of
          distribution in respect of the Mortgage Loans and such
          other customary information as the Company deems
          necessary or desirable to enable Certificateholders to
          prepare their tax returns;

               (iv) The Pool Scheduled Principal Balance and the
          aggregate number of the Mortgage Loans on the preceding
          Due Date after giving effect to all distributions
          allocable to principal made on such Distribution Date;

               (v) The Class Certificate Principal Balance (or
          Notional Principal Balance) of each Class, the
          Component Principal Balance of each Component and the
          Certificate Principal Balance (or Notional Principal
          Balance) of a Single Certificate of each Class after
          giving effect to (i) all distributions allocable to
          principal (or reductions in the Notional Principal
          Balance, in the case of the Notional Certificates, or
          the addition of any Accrual Amount, in the case of any
          Class of Accrual Certificates) made on such
          Distribution Date and (ii) the allocation of any
          Realized Losses and any Subordinate Certificate
          Writedown Amount for such Distribution Date;

               (vi) The Pay-out Rate applicable to each Class of
          Certificates;

               (vii) The book value and unpaid principal balance
          of any real estate acquired on behalf of
          Certificateholders through foreclosure, or grant of a
          deed in 


                               68
<PAGE>


          lieu of foreclosure or otherwise, of any REO Mortgage
          Loan, and the number of the related Mortgage Loans;

               (viii) The aggregate Scheduled Principal Balances
          and number of Mortgage Loans which, as of the close of
          business on the last day of the month preceding the
          related Distribution Date, were (a) delinquent as to a
          total of (x) 30-59 days, (y) 60-89 days and (z) 90 days
          or more, and (b) in foreclosure;

               (ix) The Scheduled Principal Balance of any
          Mortgage Loan replaced pursuant to Section 2.03(b);

               (x) The Certificate Interest Rates of any LIBOR
          Certificates and any COFI Certificates applicable to
          the Interest Accrual Period relating to such
          Distribution Date and such Class;

               (xi) The Senior Percentage, the Group II Senior
          Percentage and the Junior Percentage for such
          Distribution Date;

               (xii) The Senior Prepayment Percentage, the Group
          II Senior Prepayment Distribution Percentage and the
          Junior Prepayment Percentage for such Distribution
          Date; and

               (xiii) The amount of such distribution to the
          Certificateholders of each Class allocable to
          Unanticipated Recoveries.

           In the case of information furnished pursuant to
clauses (i) through (iii) above, the amounts shall be expressed
as a dollar amount per Single Certificate.

           In connection with any proposed transfer of a
Certificate that is purported to be made in reliance on Rule 144A
under the Securities Act, the Company shall be responsible for
furnishing such information as may be required thereunder to a
proposed transferee. In furtherance of the Company's obligations
hereunder, the Company hereby instructs the Trustee, at the
Company's expense and on its behalf, and the Trustee agrees, to
promptly make available to the proposed transferee, upon request
of the holder, (i) all statements furnished to Certificateholders
pursuant to this Section 4.05(a) on previous Distribution Dates,
(ii) all certificates furnished to the Trustee pursuant to
Section 4.06 in prior months, (iii) Officer's Certificates
furnished to the Trustee pursuant to Section 3.12 for the two
years preceding such request, (iv) reports of independent
accountants furnished to the Trustee pursuant to Section 3.13 for
the two years preceding such request, (v) a copy of the Private
Placement Memorandum relating to such Certificate, together with
any amendments or supplements thereto issued by the Company
(which copy shall be furnished to the Trustee by the Company),
and (vi) the Company's Current Report on Form 8-K, dated the
Closing Date, relating to the Mortgage Loans; provided, however,
that the Trustee shall in no event be required to make available
such statements or certificates pursuant to clauses (i) and (ii)
above relating to Distribution Dates occurring more than
twenty-four months preceding the month in which such request was
received; provided, further, however, that notwithstanding the
Trustee's agreement as aforesaid to provide such materials to a
proposed transferee, the Trustee does not assume, and shall not


                               69
<PAGE>


thereby be deemed to have assumed, any responsibility for
compliance by the Company with Rule 144A (subject to the
Trustee's agreement set forth in the second sentence of this
paragraph) and shall be entitled to include a notice with such
statements or certificates to the effect that such materials have
not been prepared or assembled by the Trustee and that the
Trustee assumes no responsibility for the adequacy, sufficiency
or contents thereof. In connection with any such proposed
transfer, the Company shall make available to the proposed
holder, at the request of the related transferor, such additional
information, if any, as may be required to be delivered pursuant
to Rule 144A(d)(4).

     Section 4.06. Servicer's Certificate. Each month, not later
than the second Business Day next preceding each Distribution
Date, the Company shall deliver to the Trustee a completed
Servicer's Certificate.

      Section 4.07. Reports of Foreclosures and Abandonments of
Mortgaged Property. The Trustee (or the Company on behalf of the
Trustee) shall, in each year beginning after 1998, make the
reports of foreclosures and abandonments of any Mortgaged
Property as required by section 6050J of the Code. In order to
facilitate this reporting process, the Company, on or before
January 15th of each year, shall provide to the Trustee reports
relating to each instance occurring during the previous calendar
year in which the Company (i) on behalf of the Trustee acquires
an interest in a Mortgaged Property through foreclosure or other
comparable conversion in full or partial satisfaction of a
Mortgage Loan, or (ii) knows or has reason to know that a
Mortgaged Property has been abandoned. Reports from the Company
shall be in form and substance sufficient to meet the reporting
requirements imposed by section 6050J of the Code.

     Section 4.08. Reduction of Base Servicing Fees by
Compensating Interest Payments. The aggregate amount of the Base
Servicing Fees subject to retention by the Company as servicer in
respect of any Distribution Date shall be reduced by the amount
of any Compensating Interest Payment for such Distribution Date.

     Section 4.09. Surety Bond. (a) If a Required Surety Payment
is payable pursuant to the Surety Bond with respect to any
Pledged Asset Mortgage Loan, the Company shall so notify the
Trustee as soon as reasonably practicable and shall, on behalf of
the Trustee for the benefit of the Certificateholders, promptly
complete the notice in the form of Attachment 1 to the Surety
Bond and shall promptly submit such notice to the Surety as a
claim for a Required Surety Payment.

     (b) Upon receipt of a Required Surety Payment from the
Surety on behalf of the Certificateholders, the Company shall
promptly credit the Mortgage Loan Payment Record and shall
distribute such Required Surety Payment, or the proceeds thereof,
in accordance with the provisions of Section 4.01.

                            ARTICLE V

                         THE CERTIFICATES

     Section 5.01. The Certificates. (a) The Certificates shall
be substantially in the forms set forth in Exhibit A hereto, as
applicable, and shall, on original issue, be executed by the
Trustee, 


                               70
<PAGE>


not in its individual capacity but solely as Trustee, and
countersigned and delivered by the Trustee to or upon the order
of the Company as provided in Article II.

     (b) The Certificates shall be issued in an aggregate Initial
Certificate Principal Balance of $522,102,682.31. Such aggregate
original principal balance shall be divided among the Classes
having the designations, Class Certificate Principal Balances,
Certificate Interest Rates and minimum denominations as follows:




                 Initial Class
                  Certificate       Certificate
                   Principal          Interest       Minimum
Designation         Balance             Rate       Denominations
- -----------         -------             ----       -------------

Class A1        $334,182,000.00         6.25%        $25,000
Class A2             854,000.00         6.25           1,000
Class A3          50,066,432.00         6.25          25,000
Class A4           1,500,000.00         6.50           1,000
Class A5           5,729,387.00         6.50           1,000
Class A6           1,583,333.00          (1)          25,000
Class A7             527,778.00          (1)          25,000
Class A8           4,854,400.00         6.00           1,000
Class A9             263,889.00         0.00          25,000
Class A10         11,630,769.00         6.50           1,000
Class A11            465,231.00         0.00          25,000
Class A12         76,250,000.00         6.25          25,000
Class A13         12,757,000.00         6.25          25,000
Class PO              32,152.72         0.00              (2)
Class M           10,181,000.00         6.25         100,000
Class B1           4,176,000.00         6.25         100,000
Class B2           2,349,000.00         6.25         100,000
Class B3           2,088,000.00         6.25         250,000
Class B4           1,044,000.00         6.25         250,000
Class B5           1,568,210.59         6.25         250,000
Class R                  100.00         6.25             100

- ----------------------.

(1)  The Certificate Interest Rates of the Class A6 and Class A7
     Certificates for each Interest Accrual Period shall be
     determined as provided in Section 5.01(e).

(2)  The Class PO Certificates will be issued as a single
     Certificate evidencing the entire Class Certificate
     Principal Balance of such Class.

     (c) The Certificates shall be issuable in registered form
only. The Book-Entry Certificates will be evidenced by one or
more certificates, beneficial ownership of which will be held in
the minimum dollar denominations in Certificate Principal Balance
or Notional Principal Balance, as applicable, specified in
Section 5.01(b), and integral multiples of $1,000 in excess
thereof. The Non-Book-Entry Certificates other than the Residual
Certificate shall each be issued in the minimum dollar
denominations in Certificate Principal Balance or Notional


                               71
<PAGE>


Principal Balance, as applicable, specified in Section 5.01(b),
and integral multiples of $1,000 in excess thereof (and, if
necessary, in the amount of the remaining Class Certificate
Principal Balance or Notional Principal Balance, as applicable,
of each Class, in the case of one Certificate of such Class). The
Residual Certificate shall be issued as a single certificate
evidencing the entire Class Certificate Principal Balance of such
Class and having a Percentage Interest of 100%. If necessary, one
Certificate of each Class of Book-Entry Certificates may evidence
an additional amount equal to the remainder of the Class
Certificate Principal Balance (or Notional Principal Balance) of
such Class.

     (d) The Certificates shall be executed by manual or
facsimile signature on behalf of the Trustee by an authorized
officer under its seal, which may be in facsimile form and be
imprinted or otherwise reproduced thereon. Certificates bearing
the manual or facsimile signatures of individuals who were, at
the time when such signatures were affixed, authorized to sign on
behalf of the Trustee shall bind the Trustee, notwithstanding
that such individuals or any of them have ceased to be so
authorized prior to the authentication and delivery of such
Certificates or did not hold such offices at the date of such
Certificate. No Certificate shall be entitled to any benefit
under this Agreement, or be valid for any purpose, unless such
Certificate shall have been manually countersigned by the Trustee
substantially in the forms set forth in Exhibit A hereto, and
such countersignature upon any Certificate shall be conclusive
evidence, and the only evidence, that such Certificate has been
duly executed and delivered hereunder. All Certificates issued on
the Closing Date shall be dated the Closing Date; all
Certificates issued thereafter shall be dated the date of their
countersignature.

     (e) During the first Interest Accrual Period, the
Certificate Interest Rate of the Class A6 Certificates shall be
6.02% per annum. For each subsequent Interest Accrual Period, the
Certificate Interest Rate of the Class A6 Certificates shall be a
per annum rate equal to the lesser of (i) 0.800% plus LIBOR and
(ii) 9.000%, subject to a minimum rate of 0.800%.

          During the first Interest Accrual Period, the Certificate
Interest Rate of the Class A7 Certificates shall be 8.94% per
annum. For each subsequent Interest Accrual Period, the
Certificate Interest Rate of the Class A7 Certificates shall be a
per annum rate equal to the lesser of (i) 24.600% minus the
product of 3.00 and LIBOR, and (ii) 24.600%, subject to a minimum
rate of 0.00%.

      Section 5.02. Registration of Transfer and Exchange of
Certificates. (a) The Trustee shall cause to be kept at an office
or agency in the city in which the Corporate Trust Office of the
Trustee is located or in the City of New York, New York a
Certificate Register in which, subject to such reasonable
regulations as it may prescribe, the Trustee shall provide for
the registration of Certificates and of transfers and exchanges
of Certificates as herein provided. The Trustee shall initially
serve as Certificate Registrar for the purpose of registering
Certificates and transfers and exchanges of Certificates as
herein provided.

           Subject to Sections 5.02(b) and 5.02(c), upon
surrender for registration of transfer of any Certificate at the
Corporate Trust Office, the Trustee shall execute, authenticate
and deliver, in the name of the designated transferee or
transferees, one or more new Certificates of the same Class in
authorized denominations of a like Percentage Interest.


                               72
<PAGE>


          At the option of a Certificateholder, Certificates may
be exchanged for other Certificates of authorized denominations
of a like Class and Percentage Interest, upon surrender of the
Certificates to be exchanged at any such office or agency.
Whenever any Certificates are so surrendered for exchange the
Trustee shall execute, countersign and deliver the Certificates
which the Certificateholder making the exchange is entitled to
receive. Every Certificate presented or surrendered for
registration of transfer or exchange shall be accompanied by a
written instrument of transfer in form satisfactory to the
Trustee and the Certificate Registrar duly executed by the Holder
thereof or his attorney duly authorized in writing.

          No service charge shall be made for any registration of
transfer or exchange of Certificates, but the Trustee may require
payment of a sum sufficient to cover any tax or governmental
charge that may be imposed in connection with any transfer or
exchange of Certificates.

          All Certificates surrendered for registration of
transfer and exchange shall be canceled and subsequently
destroyed by the Trustee and a certificate of destruction shall
be delivered by the Trustee to the Company.

     (b) No legal or beneficial interest in all or any portion of
the Residual Certificates may be transferred directly or
indirectly to (i) Disqualified Organization or an agent of a
Disqualified Organization (including a broker, nominee, or
middleman), (ii) an entity that holds REMIC residual securities
as nominee to facilitate the clearance and settlement of such
securities through electronic book-entry changes in accounts of
participating organizations (a "Book-Entry Nominee"), or (iii) an
individual, corporation, partnership or other person unless such
transferee (A) is not a Non-U.S. Person or (B) is a Non-U.S.
Person that holds a Residual Certificate in connection with the
conduct of a trade or business within the United States and has
furnished the transferor and the Trustee with an effective
Internal Revenue Service Form 4224 or (C) is a Non-U.S. Person
that has delivered to both the transferor and the Trustee an
opinion of a nationally recognized tax counsel to the effect that
the transfer of a Residual Certificate to it is in accordance
with the requirements of the Code and the regulations promulgated
thereunder and that such transfer of a Residual Certificate will
not be disregarded for federal income tax purposes (any such
person who is not covered by clause (A), (B) or (C) above being
referred to herein as a "Non-permitted Foreign Holder"), and any
such purported transfer shall be void and have no effect. The
Trustee shall not execute, and shall not authenticate and
deliver, a Residual Certificate in connection with any transfer
thereof unless the transferor shall have provided to the Trustee
an affidavit, substantially in the form attached as Exhibit F
hereto, signed by the transferee, to the effect that the
transferee is not such a Disqualified Organization, an agent
(including a broker, nominee, or middleman) for any entity as to
which the transferee has not received a substantially similar
affidavit, a Book-Entry Nominee or a Non-permitted Foreign
Holder, which affidavit shall contain the consent of the
transferee to any such amendments of this Agreement as may be
required to further effectuate the foregoing restrictions on
transfer of the Residual Certificates to Disqualified
Organizations, Book-Entry Nominees or Non-permitted Foreign
Holders, and an agreement by the Transferee that it will not
transfer a Residual Certificate without providing to the Trustee
an affidavit substantially in the form attached as Exhibit F
hereto and a letter substantially in the form attached as Exhibit
G hereto. Such affidavit shall also contain the statement of the
transferee that (i) it does not have the intention to impede the
assessment or collection of any federal, state or local taxes
legally required to be paid 


                               73
<PAGE>


with respect to the Residual Certificates and (ii) it understands
that it may incur tax liabilities in excess of cash flows
generated by a Residual Certificate and that it intends to pay
taxes associated with holding a Residual Certificate as they
become due.

          The affidavit described in the preceding paragraph, if
not executed in connection with the initial issuance of the
Residual Certificates, shall be accompanied by a written
statement in the form attached as Exhibit G hereto, signed by the
transferor, to the effect that as of the time of the transfer,
the transferor has (i) no actual knowledge that the transferee is
a Disqualified Organization, Book-Entry Nominee or Non-permitted
Foreign Holder, (ii) no reason to believe that the transferee has
the intention to impede the assessment or collection of any
federal, state or local taxes legally required to be paid with
respect to a Residual Certificate, and (iii) conducted a
reasonable investigation and found that the transferee had
historically paid its debts as they came due and found no
significant evidence to indicate that the transferee will not
continue to pay its debts as they become due. The Residual
Certificates shall bear a legend referring to the foregoing
restrictions contained in this paragraph and the preceding
paragraph.

          Upon notice to the Company that any legal or beneficial
interest in any portion of the Residual Certificates has been
transferred, directly or indirectly, to a Disqualified
Organization or agent thereof (including a broker, nominee, or
middleman) in contravention of the foregoing restrictions, (i)
such transferee shall be deemed to hold the Residual Certificate
in constructive trust for the last transferor who was not a
Disqualified Organization or agent thereof, and such transferor
shall be restored as the owner of such Residual Certificate as
completely as if such transfer had never occurred, provided that
the Company may, but is not required to, recover any
distributions made to such transferee with respect to the
Residual Certificate and return such recovery to the transferor,
and (ii) the Company agrees to furnish to the Internal Revenue
Service and to any transferor of the Residual Certificate or such
agent (within 60 days of the request therefor by the transferor
or agent) such information necessary to the application of
section 860E(e) of the Code as may be required by the Code,
including but not limited to the present value of the total
anticipated excess inclusions with respect to the Residual
Certificate (or portion thereof) for periods after such transfer.
At the election of the Company, the cost to the Company of
computing and furnishing such information may be charged to the
transferor or such agent referred to above; however, the Company
shall in no event be excused from furnishing such information.

          The restrictions on transfers of the Residual
Certificates set forth in the preceding three paragraphs shall
cease to apply to transfers (and the applicable portions of the
legend to the Residual Certificates may be deleted) after
delivery to the Trustee of an Opinion of Counsel to the effect
that the elimination of such restrictions will not cause the
REMIC established hereunder to fail to qualify as a REMIC at any
time that the Certificates are outstanding.

          No transfer of a Restricted Certificate shall be made
unless such transfer is made pursuant to an effective
registration statement under the Securities Act of 1933, as
amended (the "Act"), and any applicable state securities laws, in
each case as evidenced by an Officer's Certificate, or is exempt
from the registration requirements of the Act and any applicable
state securities laws. In the event of such registration, any
restrictive legends set forth in the form of the relevant
Restricted Certificate in Exhibit A hereto with respect to the
Act and state securities law restrictions shall be removed by the
Trustee upon request of the Holder thereof and 


                               74
<PAGE>


automatically upon exchange or registration of transfer thereof.
As a condition to any transfer that is to be made in reliance
upon an exemption from the Act and such laws of a (i) Class PO
Certificate or (ii) Restricted Junior Certificate to any person
other than a QIB (as certified by the proposed transferee in the
form of assignment attached to the related Certificate), either
(x) the Trustee shall require the transferee to execute an
investment letter in the form substantially as set forth in
Exhibit I hereto or in such other form as may be acceptable to
the Trustee, certifying as to the facts surrounding such
transfer, or (y) in lieu of such investment letter, the Trustee
may accept a written Opinion of Counsel (in form and substance
acceptable to the Trustee) that such proposed transfer may be
made pursuant to an exemption from the Act. As an additional
condition to any transfer of a Restricted Certificate, either (i)
the transferor and the transferee shall complete the form of
assignment attached to the Certificate proposed to be
transferred, or (ii) the Trustee shall have received the
above-referenced Opinion of Counsel. The holder of any Restricted
Certificate desiring to effect the transfer thereof to a person
other than a QIB shall, and hereby agrees to, comply with any
applicable conditions set forth in the preceding two sentences
and indemnify the Trustee and the Company against any liability
that may result if the transfer thereof is not so exempt or is
not made in accordance with such federal and state laws. Such
agreement to so indemnify the Trustee and the Company shall
survive the termination of this Agreement. Notwithstanding the
foregoing, no Opinion of Counsel or investment letter shall be
required upon the original issuance of (i) the Restricted Junior
Certificates to the Initial Purchaser (as defined in the Private
Placement Memorandum) or its nominee and (ii) the Class PO
Certificates to the Company or upon any subsequent transfer of
any Class PO Certificate by the Company, provided that if any
Restricted Junior Certificates are, at the request of the Initial
Purchaser, registered in the name of its nominee, the Initial
Purchaser shall be deemed to acknowledge and agree with the
Company and the Trustee that no transfer of a beneficial interest
in such Certificates will be made without registering such
Certificates in the name of the transferee, which shall be a
Person other than such nominee. Any opinion or letter required
pursuant to this paragraph shall not be at the expense of the
Trust Fund or the Trustee.

     (c) (i) No transfer of an ERISA-Restricted Certificate in
the form of a Definitive Certificate shall be made to any Person
unless the Trustee has received (A) a certificate (substantially
in the form of Exhibit E or such other form as is acceptable to
the Company and the Trustee) from such transferee to the effect
that such transferee (i) is not a Plan or a Person that is using
the assets of a Plan to acquire such ERISA-Restricted Certificate
or (ii) is an insurance company investing assets of its general
account and the exemptions provided by Section III(a) of
Department of Labor Prohibited Transaction Class Exemption 95-60,
60 Fed. Reg. 35925 (July 12, 1995) (the "Exemptions") apply to
the transferee's acquisition and holding of any ERISA-Restricted
Certificate or (B) an opinion of counsel satisfactory to the
Trustee and the Company to the effect that the purchase and
holding of such a Certificate will not constitute or result in
the assets of the Trust Fund being deemed to be "plan assets"
subject to the prohibited transactions provisions of ERISA or
Section 4975 of the Code and will not subject the Trustee or the
Company to any obligation in addition to those undertaken in the
Agreement; provided, however, that the Trustee will not require
such certificate or opinion in the event that, as a result of a
change of law or otherwise, counsel satisfactory to the Trustee
has rendered an opinion to the effect that the purchase and
holding of an ERISA-Restricted Certificate by a Plan or a Person
that is purchasing or holding such a Certificate with the assets
of a Plan will not constitute or result in a prohibited
transaction under ERISA or Section 4975 of the Code. The


                               75
<PAGE>


preparation and delivery of the certificate and opinions referred
to above shall not be an expense of the Trust Fund, the Trustee
or the Company. Notwithstanding the foregoing, no opinion or
certificate shall be required for the initial issuance of the
ERISA-Restricted Certificates.

               (ii) No transfer of a Residual Certificate shall
          be made to any Person unless the Trustee has received a
          certification (substantially in the form of paragraph 4
          of Exhibit F) from such transferee to the effect that,
          among other things, such transferee is not a Plan or a
          Person that is using the assets of a Plan to acquire
          any such Certificate. The preparation and delivery of
          such certificate shall not be an expense of the Trust
          Fund, the Trustee or the Company.

     (d) Subject to Section 8.01(i) hereof, the Trustee may
conclusively rely upon any certificate, affidavit or opinion
delivered pursuant to Section 5.02(b) or (c). Any certificate or
affidavit required to be delivered by a transferee under this
Section 5.02 may be executed and delivered in the name of such
transferee by its attorney-in-fact duly authorized in writing in
form and substance satisfactory to the Trustee.

     (e) Except as to any additional Certificate of any Class of
Book-Entry Certificates held in physical certificated form
pursuant to Section 5.02(g) or any Restricted Junior Certificate
of any Class of Book-Entry Certificates that is transferred to an
entity other than a QIB, the Book-Entry Certificates shall,
subject to Section 5.02(f), at all times remain registered in the
name of the Depository or its nominee and at all times: (i)
registration thereof may not be transferred by the Trustee except
to another Depository; (ii) the Depository shall maintain
book-entry records with respect to the Certificate Owners and
with respect to ownership and transfers of such Certificates;
(iii) ownership and transfers of registration of the Certificates
issued in book-entry form on the books of the Depository shall be
governed by applicable rules established by the Depository and
the rights of Certificate Owners with respect to Book-Entry
Certificates shall be governed by applicable law and agreements
between such Certificate Owners and the Depository, Depository
Participants, and indirect participating firms; (iv) the
Depository may collect its usual and customary fees, charges and
expenses from its Depository Participants; (v) the Trustee shall
deal with the Depository, Depository Participants and indirect
participating firms as authorized representatives of the
Certificate Owners of the Certificates issued in book-entry form
for all purposes including the making of payments due on the
Book-Entry Certificates and exercising the rights of Holders
under this Agreement, and requests and directions for and votes
of such representatives shall not be deemed to be inconsistent if
they are made with respect to different Certificate Owners; (vi)
the Trustee may rely and shall be fully protected in relying upon
information furnished by the Depository with respect to its
Depository Participants and furnished by the Depository
Participants with respect to indirect participating firms and
persons shown on the books of such indirect participating firms
as direct or indirect Certificate Owners; (vii) Certificate
Owners shall not be entitled to certificates for the Book-Entry
Certificates and (viii) the Trustee may establish a reasonable
record date in connection with solicitations of consents from or
voting by Certificateholders and give notice to the Depository of
such record date.

           All transfers by Certificate Owners of Book-Entry
Certificates shall be made in accordance with the procedures
established by the Depository Participant or brokerage firm
representing such Certificate Owner. Each Depository Participant
shall only transfer Book-Entry 


                               76
<PAGE>


Certificates of Certificate Owners it represents or of brokerage
firms for which it acts as agent in accordance with the
Depository's normal procedures. Except as provided herein, the
Trustee shall have no duty to monitor or restrict the transfer of
Certificates or interests therein, and shall have no liability
for any transfer, including any transfer made through the
book-entry facilities of the Depository or between or among
Depository Participants or Certificate Owners, made in violation
of applicable restrictions set forth herein, except in the event
of the failure of the Trustee to perform its duties and fulfill
its obligations under this Agreement.

     (f) If (x)(i) the Company or the Depository advises the
Trustee in writing that the Depository is no longer willing,
qualified or able to properly discharge its responsibilities as
Depository, and (ii) the Trustee or the Company is unable to
locate a qualified successor, (y) the Company at its option
advises the Trustee in writing that it elects to terminate the
book-entry system through the Depository or (z) after the
occurrence of an Event of Default, Certificate Owners
representing not less than 51% of the aggregate Voting Rights
allocated to the Book-Entry Certificates together advise the
Trustee and the Depository through the Depository Participants in
writing that the continuation of a book-entry system through the
Depository is no longer in the best interests of the Certificate
Owners, the Trustee shall notify all Certificate Owners, through
the Depository, of the occurrence of any such event and of the
availability of Definitive Certificates to Certificate Owners
requesting the same. Upon surrender to the Trustee of such
Certificates by the Depository, accompanied by registration
instructions from the Depository for registration, the Trustee
shall issue the Definitive Certificates. Neither the Company nor
the Trustee shall be liable for any delay in delivery of such
instructions and may conclusively rely on, and shall be protected
in relying on, such instructions. Upon the issuance of Definitive
Certificates all references herein to obligations imposed upon or
to be performed by the Depository shall be deemed to be imposed
upon and performed by the Trustee, to the extent applicable with
respect to such Definitive Certificates and the Trustee shall
recognize the Holders of the Definitive Certificates as
Certificateholders hereunder.

     (g) On or prior to the Closing Date, there shall be
delivered to the Depository (or to State Street Bank and Trust
Company acting as custodian for the Depository pursuant to the
Depository's procedures) one certificate for each Class of
Book-Entry Certificates registered in the name of the
Depository's nominee, Cede & Co. The face amount of each such
Certificate shall represent 100% of the initial Class Certificate
Principal Balance thereof, except for such amount that does not
constitute an acceptable denomination to the Depository. An
additional Certificate of each Class of Book-Entry Certificates
may be issued evidencing such remainder and, if so issued, will
be held in physical certificated form by the Holders thereof.
Each Certificate issued in book-entry form shall bear the
following legend:

           "Unless this Certificate is presented by an authorized
representative of The Depository Trust Company, a New York
corporation ("DTC"), to Issuer or its agent for registration of
transfer, exchange, or payment, and any certificate issued is
registered in the name of Cede & Co. or in such other name as
requested by an authorized representative of DTC (and any payment
is made to Cede & Co. or to such other entity as is requested by
an authorized representative of DTC), ANY TRANSFER, PLEDGE OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has
an interest herein."


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<PAGE>


      Section 5.03. Mutilated, Destroyed, Lost or Stolen
Certificates. If (a) any mutilated Certificate is surrendered to
the Certificate Registrar, or the Certificate Registrar receives
evidence to its satisfaction of the destruction, loss or theft of
any Certificate and (b) there is delivered to the Company, the
Certificate Registrar and the Trustee such security or indemnity
as may be required by them to save each of them harmless, then,
in the absence of notice to the Certificate Registrar or the
Trustee that such Certificate has been acquired by a bona fide
purchaser, the Trustee shall execute, countersign and deliver, in
exchange for or in lieu of any such mutilated, destroyed, lost or
stolen Certificate, a new Certificate of like tenor, Class and
Percentage Interest. In connection with the issuance of any new
Certificate under this Section 5.03, the Trustee may require the
payment of a sum sufficient to cover any tax or other
governmental charge that may be imposed in relation thereto and
any other expenses (including the fees and expenses of the
Trustee and the Certificate Registrar) connected therewith. Any
duplicate Certificate issued pursuant to this Section 5.03 shall
constitute complete and indefeasible evidence of ownership in the
Trust Fund, as if originally issued, whether or not the lost,
stolen or destroyed Certificate shall be found at any time.

      Section 5.04. Persons Deemed Owners. Prior to due
presentation of a Certificate for registration of transfer, the
Company, the Trustee, the Certificate Registrar and any agent of
the Company, the Trustee or the Certificate Registrar may treat
the person in whose name any Certificate is registered as the
owner of such Certificate for the purpose of receiving
distributions pursuant to Section 4.01 and for all other purposes
whatsoever, and neither the Company, the Trustee, the Certificate
Registrar nor any agent of the Company, the Trustee or the
Certificate Registrar shall be affected by any notice to the
contrary.

      Section 5.05. Access to List of Certificateholders' Names
and Addresses. The Certificate Registrar will furnish or cause to
be furnished to the Company, within 15 days after receipt by the
Certificate Registrar of request therefor from the Company in
writing, a list, in such form as the Company may reasonably
require, of the names and addresses of the Certificateholders as
of the most recent Record Date for payment of distributions to
Certificateholders. If three or more Certificateholders
(hereinafter referred to as "applicants") apply in writing to the
Trustee, and such application states that the applicants desire
to communicate with other Certificateholders with respect to
their rights under this Agreement or under the Certificates and
is accompanied by a copy of the communication which such
applicants propose to transmit, then the Trustee shall, within
five Business Days after the receipt of such application, afford
such applicants access during normal business hours to the most
recent list of Certificateholders held by the Trustee. If such
list is as of a date more than 90 days prior to the date of
receipt of such applicants' request, the Trustee shall promptly
request from the Certificate Registrar a current list as provided
above, and shall afford such applicants access to such list
promptly upon receipt. Every Certificateholder, by receiving and
holding a Certificate, agrees with the Certificate Registrar and
the Trustee that neither the Certificate Registrar nor the
Trustee shall be held accountable by reason of the disclosure of
any such information as to the names and addresses of the
Certificateholders hereunder, regardless of the source from which
such information was derived.

     Section 5.06. Representation of Certain Certificateholders.
The fiduciary of any Plan which becomes a Holder of a
Certificate, by virtue of its acceptance of such Certificate,
will be deemed to have represented and warranted to the Trustee
and the Company that such Plan is an 


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<PAGE>


"accredited investor" as defined in Rule 501(a)(1) of Regulation
D promulgated by the Securities and Exchange Commission under the
Securities Act of 1933.

      Section 5.07. Determination of COFI. (a) If the outstanding
Certificates include any COFI Certificates, then on each COFI
Determination Date the Trustee shall determine the value of COFI
on the basis of the most recently available Information Bulletin
referred to in the definition of "COFI". The establishment of
COFI by the Trustee and the Trustee's subsequent calculation of
the rates of interest applicable to the COFI Certificates for
each Interest Accrual Period shall (in the absence of manifest
error) be final and binding. During each Interest Accrual Period,
the Certificate Interest Rate for the COFI Certificates for the
current and immediately preceding Interest Accrual Period shall
be made available by the Trustee to Certificate Owners and
Certificateholders at the following telephone number: (617)
664-5500.

     (b) The failure by the Federal Home Loan Bank of San
Francisco to publish COFI for a period of 65 calendar days will
constitute an "Alternative Rate Event" for purposes hereof. Upon
the occurrence of an Alternative Rate Event, the Company will
calculate the Certificate Interest Rates for the COFI
Certificates for the subsequent Interest Accrual Periods by
using, in place of COFI, (i) the replacement index, if any,
published or designated by the Federal Home Loan Bank of San
Francisco or (ii) if no replacement index is so published or
designated, an alternative index to be selected by the Company
that has performed, or that the Company expects to perform, in a
manner substantially similar to COFI. At the time an alternative
index is first selected by the Company, the Company shall
determine the average number of basis points, if any, by which
the alternative index differed from COFI for such period as the
Company, in its sole discretion, reasonably determines to reflect
fairly the long-term difference between COFI and the alternative
index, and shall adjust the alternative index by such average.
The Company shall select a particular index as an alternative
only if it receives an Opinion of Counsel to the effect that the
selection of such index will not cause any REMIC established
hereunder to fail to qualify as a REMIC for federal income tax
purposes. In the absence of manifest error, the selection of any
alternative index as provided by this Section 5.07(b) shall be
final and binding for each subsequent Interest Accrual Period.
Upon the occurrence of an Alternative Rate Event, the Trustee
shall have no responsibility for the determination of any
alternative index or the calculation of the Certificate Interest
Rates for the COFI Certificates.

     (c) If at any time after the occurrence of an Alternative
Rate Event the Federal Home Loan Bank of San Francisco resumes
publication of COFI, the Certificate Interest Rates for the COFI
Certificates for each Interest Accrual Period commencing
thereafter will be calculated by reference to COFI.

     Section 5.08. Determination of LIBOR. (a) If the outstanding
Certificates include any LIBOR Certificates, then on each LIBOR
Determination Date the Trustee shall determine LIBOR for the
related Interest Accrual Period as such rate equal to the
Interest Settlement Rate. If such rate does not appear on the
Designated Telerate Page as of 11:00 a.m., London time, on the
applicable LIBOR Determination Date:

               (i) The Trustee will request the principal London
          office of each Reference Bank (as defined in Section
          5.08(e)) to provide such bank's offered quotation
          (expressed as a percentage per annum) to prime banks in
          the London 


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<PAGE>


          interbank market for one-month U.S. Dollar deposits as
          of 11:00 a.m., London time, on the applicable LIBOR
          Determination Date.

               (ii) If on any LIBOR Determination Date, two or
          more of the Reference Banks provide such offered
          quotations, LIBOR for the next Interest Accrual Period
          will be the arithmetic mean of such offered quotations
          (rounding such arithmetic mean upwards, if necessary,
          to the nearest whole multiple of 1/16%). If on any
          LIBOR Determination Date only one or none of the
          Reference Banks provide such offered quotations, LIBOR
          for the next Interest Accrual Period will be the rate
          per annum the Trustee determines to be the arithmetic
          mean (rounding such arithmetic mean upwards, if
          necessary, to the nearest whole multiple of 1/16%) of
          the one-month Eurodollar lending rate that three major
          banks in New York City selected by the Trustee are
          quoting as of approximately 11:00 a.m., New York City
          time, on the first day of the applicable Interest
          Accrual Period.

               (iii) If on any LIBOR Determination Date the
          Trustee is required but unable to determine LIBOR in
          the manner provided in subparagraph (ii) of this
          Section 5.08(a), LIBOR for the next Interest Accrual
          Period will be LIBOR as determined on the previous
          LIBOR Determination Date, or, in the case of the first
          LIBOR Determination Date, the Initial LIBOR Rate.

     (b) The establishment of LIBOR by the Trustee and the
Trustee's subsequent calculation of the Certificate Interest
Rates applicable to the LIBOR Certificates for the relevant
Interest Accrual Period, in the absence of manifest error, will
be final and binding.

     (c) Within five Business Days of the Trustee's calculation
of the Certificate Interest Rates of the LIBOR Certificates, the
Trustee shall furnish to the Company by telecopy (or by such
other means as the Trustee and the Company may agree from time to
time) such Certificate Interest Rates.

     (d) The Trustee shall provide to Certificateholders who
inquire of it by telephone the Certificate Interest Rates of the
LIBOR Certificates for the current and immediately preceding
Interest Accrual Period.

     (e) As used herein, "Reference Banks" shall mean no more
than four leading banks engaged in transactions in Eurodollar
deposits in the international Eurocurrency market (i) with an
established place of business in London, England, (ii) whose
quotations appear on the display designated "LIBO" on the Reuters
Monitor Money Rates Service (the "Reuters Screen LIBO Page") on
the applicable LIBOR Determination Date and (iii) which have been
designated as such by the Trustee and are able and willing to
provide such quotations to the Trustee on each LIBOR
Determination Date. The Reference Banks initially shall be:
Barclay's plc, Bank of Tokyo, National Westminster Bank and Trust
Company and Bankers Trust Company. If any of the initial
Reference Banks should be removed from the Reuters Screen LIBO
Page or in any other way fail to meet the qualifications of a
Reference Bank, or if such page is no longer published, the
Trustee, after consultation with the Company, shall use its best
efforts to designate alternate Reference Banks.


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<PAGE>


                            ARTICLE VI

                           THE COMPANY

     Section 6.01. Liability of the Company. The Company shall be
liable in accordance herewith only to the extent of the
obligations specifically imposed upon and undertaken by the
Company herein.

      Section 6.02. Merger or Consolidation of, or Assumption of
the Obligations of, the Company. Any corporation into which the
Company may be merged or consolidated, or any corporation
resulting from any merger, conversion or consolidation to which
the Company shall be a party, or any corporation succeeding to
the business of the Company, or any corporation, more than 50% of
the voting stock of which is, directly or indirectly, owned by
General Electric Company, or any limited partnership, the sole
general partner of which is either the Company or a corporation,
more than 50% of the voting stock of which is owned, directly or
indirectly, by General Electric Company, which executes an
agreement of assumption to perform every obligation of the
Company hereunder, shall be the successor of the Company
hereunder, without the execution or filing of any paper or any
further act on the part of any of the parties hereto, anything
herein to the contrary notwithstanding.

      Section 6.03. Assignment. The Company may assign its rights
and delegate its duties and obligations as servicer under this
Agreement; provided, that (i) the purchaser or transferee
accepting such assignment or delegation is qualified to service
mortgage loans for FNMA or FHLMC, is reasonably satisfactory to
the Trustee and executes and delivers to the Trustee an
agreement, in form and substance reasonably satisfactory to the
Trustee, which contains an assumption by such purchaser or
transferee of the due and punctual performance and observance of
each covenant and condition to be performed or observed by the
Company as servicer hereunder from and after the date of such
agreement and (ii) each Rating Agency's rating of any Classes of
Certificates in effect immediately prior to such assignment or
delegation would not be qualified, downgraded or withdrawn as a
result thereof. In the case of any such assignment or delegation,
the Company will be released from its obligations as servicer
hereunder except for liabilities and obligations as servicer
incurred prior to such assignment or delegation.

      Section 6.04. Limitation on Liability of the Company and
Others. Neither the Company nor any of the directors or officers
or employees or agents of the Company shall be under any
liability to the Trust Fund or the Certificateholders for any
action taken or for refraining from the taking of any action by
the Company pursuant to this Agreement, or for errors in
judgment; provided, however, that this provision shall not
protect the Company or any such person against any liability
which would otherwise be imposed by reason of willful
misfeasance, bad faith or gross negligence in the performance of
duties of the Company or by reason of reckless disregard of
obligations and duties of the Company hereunder. The Company and
any director or officer or employee or agent of the Company may
rely in good faith on any document of any kind prima facie
properly executed and submitted by any Person respecting any
matters arising hereunder. The Company and any director or
officer or employee or agent of the Company shall be indemnified
by the Trust Fund and held harmless against any loss, liability
or expense incurred in connection with any legal action relating
to this Agreement or the Certificates, other than any loss,
liability or expense related to any specific Mortgage Loan or
Mortgage Loans (except as 


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<PAGE>


any such loss, liability or expense shall be otherwise
reimbursable pursuant to this Agreement) and any loss, liability
or expense incurred by reason of willful misfeasance, bad faith
or gross negligence in the performance of duties hereunder or by
reason of reckless disregard of obligations and duties hereunder.
The Company shall be under no obligation to appear in, prosecute
or defend any legal action which is not incidental to its duties
to service the Mortgage Loans in accordance with this Agreement
and which in its opinion may involve it in any expense or
liability; provided, however, that the Company may in its sole
discretion undertake any such action which it may deem necessary
or desirable in respect of this Agreement, and the rights and
duties of the parties hereto and the interests of the
Certificateholders hereunder. In such event, the legal expenses
and costs of such action and any liability resulting therefrom
shall be expenses, costs and liabilities of the Trust Fund and
the Company shall be entitled to be reimbursed therefor from
amounts credited to the Mortgage Loan Payment Record as provided
by Section 3.04.

     Section 6.05. The Company Not to Resign. Subject to the
provisions of Sections 6.02 and 6.03, the Company shall not
resign from the obligations and duties hereby imposed on it
except upon determination that the performance of its duties
hereunder is no longer permissible under applicable law. Any such
determination permitting the resignation of the Company shall be
evidenced by an Opinion of Counsel to such effect delivered to
the Trustee. No such resignation shall become effective until the
Trustee or a successor servicer shall have assumed the
responsibilities and obligations of the Company in accordance
with Section 7.02.

                           ARTICLE VII

                             DEFAULT

     Section 7.01. Events of Default. If any one of the following
events ("Events of Default") shall occur and be continuing:

               (i) Any failure by the Company to make any payment
          to the Trustee of funds pursuant to Section 3.02(d) out
          of which distributions to Certificateholders of any
          Class are required to be made under the terms of the
          Certificates and this Agreement which failure continues
          unremedied for a period of three Business Days after
          the date upon which written notice of such failure
          shall have been given to the Company by the Trustee or
          to the Company and the Trustee by Holders of
          Certificates of each Class affected thereby evidencing,
          as to each such Class, Percentage Interests aggregating
          not less than 25%; or

               (ii) Failure on the part of the Company duly to
          observe or perform in any material respect any other
          covenants or agreements of the Company set forth in the
          Certificates or in this Agreement, which covenants and
          agreements (A) materially affect the rights of
          Certificateholders and (B) continue unremedied for a
          period of 60 days after the date on which written
          notice of such failure, requiring the same to be
          remedied, shall have been given to the Company by the
          Trustee, or to the Company and the Trustee by the
          Holders of Certificates of each Class affected thereby
          evidencing, as to each such Class, Percentage Interests
          aggregating not less than 25%; or


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<PAGE>


               (iii) The entry of a decree or order by a court or
          agency or supervisory authority having jurisdiction in
          the premises for the appointment of a conservator,
          receiver or liquidator in any insolvency, readjustment
          of debt, marshalling of assets and liabilities or
          similar proceedings of or relating to the Company, or
          for the winding up or liquidation of the Company's
          affairs, and the continuance of any such decree or
          order unstayed and in effect for a period of 60
          consecutive days; or

               (iv) The consent by the Company to the appointment
          of a conservator or receiver or liquidator in any
          insolvency, readjustment of debt, marshalling of assets
          and liabilities or similar proceedings of or relating
          to the Company or of or relating to substantially all
          of its property; or the Company shall admit in writing
          its inability to pay its debts generally as they become
          due, file a petition to take advantage of any
          applicable insolvency or reorganization statute, make
          an assignment for the benefit of its creditors, or
          voluntarily suspend payment of its obligations;

then, and in each and every such case, so long as an Event of
Default shall not have been remedied by the Company, either the
Trustee, or the Holders of Certificates of each Class affected
thereby evidencing, as to each such Class, Percentage Interests
aggregating not less than 51%, by notice then given in writing to
the Company (and to the Trustee if given by the
Certificateholders) may terminate all of the rights and
obligations of the Company as servicer under this Agreement. On
or after the receipt by the Company of such written notice, all
authority and power of the Company under this Agreement, whether
with respect to the Certificates or the Mortgage Loans or
otherwise, shall pass to and be vested in the Trustee pursuant to
and under this Section 7.01; and, without limitation, the Trustee
is hereby authorized and empowered to execute and deliver, on
behalf of the Company, as attorney-in-fact or otherwise, any and
all documents and other instruments, and to do or accomplish all
other acts or things necessary or appropriate to effect the
purposes of such notice of termination, whether to complete the
transfer and endorsement of the Mortgage Loans and related
documents, or otherwise, including, without limitation, the
recordation of the assignments of the Mortgage Loans to it. The
Company agrees to cooperate with the Trustee in effecting the
termination of the responsibilities and rights of the Company
hereunder, including, without limitation, the transfer to the
Trustee for the administration by it of all cash amounts that
shall at the time be held by the Company and that have been or
should have been credited by it to the Mortgage Loan Payment
Record, or that have been deposited by the Company in the
Certificate Account or are thereafter received by the Company
with respect to the Mortgage Loans. In addition to any other
amounts which are then, or, notwithstanding the termination of
its activities as servicer, may become, payable to the Company
under this Agreement, the Company shall be entitled to receive
out of any delinquent payment on account of interest on a
Mortgage Loan, due during the period prior to the notice pursuant
to this Section 7.01 which terminates the obligation and rights
of the Company hereunder and received after such notice, that
portion of such payment which it would have been entitled to
retain pursuant to Section 3.04(vi) if such notice had not been
given.

      Section 7.02. Trustee to Act; Appointment of Successor. (a)
On and after the time the Company receives a notice of
termination pursuant to Section 7.01, the Trustee shall be the
successor in all respects to the Company in its capacity as
servicer under this Agreement and the 


                               83
<PAGE>


transactions set forth or provided for herein and shall succeed
to all the rights of and be subject to all the responsibilities,
duties and liabilities relating thereto placed on the Company in
its capacity as servicer by the terms and provisions hereof;
provided, however, that the responsibilities and duties of the
Company pursuant to Sections 2.02 and 2.03(a) and, if the Trustee
is prohibited by law or regulation from making Monthly Advances,
the responsibility to make Monthly Advances pursuant to Section
4.04, shall not be the responsibilities, duties or obligations of
the Trustee; and provided further, that any failure of the
Trustee to perform such duties and responsibilities that is
caused by the Company's failure to cooperate with the Trustee as
required by Section 7.01 shall not be considered a default by the
Trustee hereunder. As compensation therefor, the Trustee shall,
except as provided in Section 7.01, be entitled to such
compensation as the Company would have been entitled to hereunder
if no such notice of termination had been given. Notwithstanding
the above, the Trustee may, if it shall be unwilling so to act,
or shall, if it is legally unable so to act, appoint, or petition
a court of competent jurisdiction to appoint, any established
housing and home finance institution approved to service mortgage
loans for either FNMA or FHLMC, having a net worth of not less
than $10,000,000, as the successor to the Company hereunder in
the assumption of all or any part of the responsibilities, duties
or liabilities of the Company hereunder. Pending appointment of a
successor to the Company pursuant to this Article VII, unless the
Trustee is prohibited by law from so acting, the Trustee shall
act in such capacity as hereinabove provided. In connection with
such appointment and assumption, the Trustee may make such
arrangements for the compensation of such successor out of
payments on Mortgage Loans as it and such successor shall agree;
provided, however, that no such compensation shall be in excess
of that permitted the Company hereunder. The Trustee and such
successor shall take such action, consistent with this Agreement,
as shall be necessary to effectuate any such succession.

     (b) Any successor, including the Trustee, to the Company as
servicer pursuant to this Article VII shall during the term of
its service as servicer maintain in force (i) a policy or
policies of insurance covering errors and omissions in the
performance of its obligations as servicer hereunder, and (ii) a
fidelity bond in respect of its officers, employees and agents to
the same extent as the Company is so required pursuant to Section
3.15.

     Section 7.03. Notification to Certificateholders. Upon any
termination or appointment of a successor to the Company pursuant
to this Article VII, the Trustee shall give prompt written notice
thereof to Certificateholders at their respective addresses
appearing in the Certificate Register.

                          ARTICLE VIII

                            THE TRUSTEE

     Section 8.01. Duties of Trustee. The Trustee, prior to the
occurrence of an Event of Default and after the curing of all
Events of Default which may have occurred, undertakes to perform
such duties and only such duties as are specifically set forth in
this Agreement. If an Event of Default has occurred (which has
not been cured), the Trustee shall exercise such of the rights
and powers vested in it by this Agreement, and use the same
degree of care and skill in their exercise, as a prudent person
would exercise or use under the circumstances in the conduct of
his or her own affairs.


                               84
<PAGE>


           The Trustee, upon receipt of all resolutions,
certificates, statements, opinions, reports, documents, orders or
other instruments furnished to the Trustee which are specifically
required to be furnished pursuant to any provision of this
Agreement, shall examine them to determine whether they conform
to the requirements of this Agreement.

           No provision of this Agreement shall be construed to
relieve the Trustee from liability for its own negligent action,
its own negligent failure to act or its own misconduct; provided,
however, that:

               (i) Prior to the occurrence of an Event of
          Default, and after the curing of all such Events of
          Default which may have occurred, the duties and
          obligations of the Trustee shall be determined solely
          by the express provisions of this Agreement, the
          Trustee shall not be liable except for the performance
          of such duties and obligations as are specifically set
          forth in this Agreement, no implied covenants or
          obligations shall be read into this Agreement against
          the Trustee and, in the absence of bad faith on the
          part of the Trustee, the Trustee may conclusively rely,
          as to the truth of the statements and the correctness
          of the opinions expressed therein, upon any
          certificates or opinions furnished to the Trustee and
          conforming to the requirements of this Agreement;

               (ii) The Trustee shall not be personally liable
          for an error of judgment made in good faith by a
          Responsible Officer of the Trustee, unless it shall be
          proved that the Trustee was negligent in performing its
          duties in accordance with the terms of this Agreement;

               (iii) The Trustee shall not be personally liable
          with respect to any action taken, suffered or omitted
          to be taken by it in good faith in accordance with the
          direction of the Holders of Certificates of each Class
          affected thereby evidencing, as to each such Class,
          Percentage Interests aggregating not less than 25%,
          relating to the time, method and place of conducting
          any proceeding for any remedy available to the Trustee,
          or exercising any trust or power conferred upon the
          Trustee, under this Agreement; and

               (iv) The Trustee shall not be charged with
          knowledge of (A) any failure by the Company to comply
          with the obligations of the Company referred to in
          clauses (i) and (ii) of Section 7.01, (B) the rating
          downgrade referred to in the definition of "Trigger
          Event" or (C) any failure by the Company to comply with
          the obligations of the Company to record the
          assignments of Mortgages referred to in Section 2.01
          unless a Responsible Officer of the Trustee at the
          Corporate Trust Office obtains actual knowledge of such
          failures, occurrence or downgrade or the Trustee
          receives written notice of such failures, occurrence or
          downgrade from the Company or the Holders of
          Certificates of each Class affected thereby evidencing,
          as to each such Class, Percentage Interests aggregating
          not less than 25%.

           Subject to any obligation of the Trustee to make
Monthly Advances as provided herein, the Trustee shall not be
required to expend or risk its own funds or otherwise incur


                               85
<PAGE>


financial liability in the performance of any of its duties
hereunder, or in the exercise of any of its rights or powers, if
there is reasonable ground for believing that the repayment of
such funds or adequate indemnity against such risk or liability
is not reasonably assured to it, and none of the provisions
contained in this Agreement shall in any event require the
Trustee to perform, or be responsible for the manner of
performance of, any of the obligations of the Company under this
Agreement, except during such time, if any, as the Trustee shall
be the successor to, and be vested with the rights, duties,
powers and privileges of, the Company in accordance with the
terms of this Agreement.

     Section 8.02. Certain Matters Affecting the Trustee. Except
as otherwise provided in Section 8.01:

               (i) The Trustee may conclusively rely and shall be
          protected in acting or refraining from acting upon any
          resolution, Officer's Certificate, certificate of
          auditors or any other certificate, statement,
          instrument, opinion, report, notice, request, consent,
          order, appraisal, bond or other paper or document
          believed by it to be genuine and to have been signed or
          presented by the proper party or parties;

               (ii) The Trustee may consult with counsel and any
          Opinion of Counsel shall be full and complete
          authorization and protection in respect of any action
          taken or suffered or omitted by it hereunder in good
          faith and in accordance with such Opinion of Counsel;

               (iii) The Trustee shall be under no obligation to
          exercise any of the rights or powers vested in it by
          this Agreement, or to institute, conduct or defend any
          litigation hereunder or in relation hereto, at the
          request, order or direction of any of the
          Certificateholders, pursuant to the provisions of this
          Agreement, unless such Certificateholders shall have
          offered to the Trustee reasonable security or indemnity
          against the costs, expenses and liabilities which may
          be incurred therein or thereby; nothing contained
          herein shall, however, relieve the Trustee of the
          obligations, upon the occurrence of an Event of Default
          (which has not been cured), to exercise such of the
          rights and powers vested in it by this Agreement, and
          to use the same degree of care and skill in their
          exercise as a prudent person would exercise or use
          under the circumstances in the conduct of his or her
          own affairs;

               (iv) The Trustee shall not be personally liable
          for any action taken, suffered or omitted by it in good
          faith and believed by it to be authorized or within the
          discretion or rights or powers conferred upon it by
          this Agreement;

               (v) Prior to the occurrence of an Event of Default
          and after the curing of all Events of Default which may
          have occurred, the Trustee shall not be bound to make
          any investigation into the facts or matters stated in
          any resolution, certificate, statement, instrument,
          opinion, report, notice, request, consent, order,
          approval, bond or other paper or documents, unless
          requested in writing so to do by Holders of
          Certificates of each Class affected thereby evidencing,
          as to each such Class, Percentage Interests aggregating
          not less than 25%; provided, 


                               86
<PAGE>


          however, that if the payment within a reasonable time
          to the Trustee of the costs, expenses or liabilities
          likely to be incurred by it in the making of such
          investigation is, in the opinion of the Trustee, not
          reasonably assured to the Trustee by the security
          afforded to it by the terms of this Agreement, the
          Trustee may require reasonable indemnity against such
          cost, expense or liability as a condition to such
          proceeding. The reasonable expense of every such
          investigation shall be paid by the Company or, if paid
          by the Trustee, shall be reimbursed by the Company upon
          demand. Nothing in this clause (v) shall derogate from
          the obligation of the Company to observe any applicable
          law prohibiting disclosure of information regarding the
          Mortgagors; and

               (vi) The Trustee may execute any of the trusts or
          powers hereunder or perform any duties hereunder either
          directly or by or through agents or attorneys or a
          custodian.

      Section 8.03. Trustee Not Liable for Certificates or
Mortgage Loans. The recitals contained herein and in the
Certificates (other than the signature and countersignature of
the Trustee on the Certificates) shall be taken as the statements
of the Company, and the Trustee assumes no responsibility for the
correctness of the same. The Trustee makes no representations as
to the validity or sufficiency of this Agreement or of the
Certificates (other than the signature and countersignature of
the Trustee on the Certificates) or of any Mortgage Loan or
related document. The Trustee shall not be accountable for the
use or application by the Company of any of the Certificates or
of the proceeds of such Certificates, or for the use or
application of any funds paid to the Company in respect of the
Mortgage Loans or deposited in or withdrawn from the Certificate
Account by the Company.

     Section 8.04. Trustee May Own Certificates. The Trustee in
its individual or any other capacity may become the owner or
pledgee of Certificates with the same rights as it would have if
it were not Trustee.

      Section 8.05. The Company to Pay Trustee's Fees and
Expenses. The Company covenants and agrees to pay to the Trustee
from time to time, and the Trustee shall be entitled to,
reasonable compensation (which shall not be limited by any
provision of law in regard to the compensation of a trustee of an
express trust) for all services rendered by it in the execution
of the trusts hereby created and in the exercise and performance
of any of the powers and duties hereunder of the Trustee, and the
Company will pay or reimburse the Trustee upon its request for
all reasonable expenses, disbursements and advances (including
any Monthly Advances of the Trustee not previously reimbursed
thereto pursuant to Section 3.04) incurred or made by the Trustee
in accordance with any of the provisions of this Agreement
(including the reasonable compensation and the expenses and
disbursements of its counsel and of all persons not regularly in
its employ) except any such expense, disbursement or advance as
may arise from its negligence or bad faith or which is the
responsibility of Certificateholders hereunder. In addition, the
Company covenants and agrees to indemnify the Trustee from, and
hold it harmless against, any and all losses, liabilities,
damages, claims or expenses other than those resulting from the
negligence or bad faith of the Trustee. From time to time, the
Trustee may request that the Company debit the Mortgage Loan
Payment Record pursuant to Section 3.04 to reimburse the Trustee
for any Monthly Advances and Nonrecoverable Advances.


                               87
<PAGE>


      Section 8.06. Eligibility Requirements for Trustee. The
Trustee hereunder shall at all times be a corporation having its
principal office either in the State of New York or in the same
state as that in which the initial Trustee under this Agreement
has its principal office and organized and doing business under
the laws of such State or the United States of America,
authorized under such laws to exercise corporate trust powers,
having a combined capital and surplus of at least $50,000,000 and
subject to supervision or examination by federal or state
authority. If such corporation publishes reports of condition at
least annually, pursuant to law or to the requirements of the
aforesaid supervising or examining authority, then for the
purposes of this Section 8.06, the combined capital and surplus
of such corporation shall be deemed to be its combined capital
and surplus as set forth in its most recent report of condition
so published. The Trustee shall not be an affiliate of the
Company. In case at any time the Trustee shall cease to be
eligible in accordance with the provisions of this Section 8.06,
the Trustee shall resign immediately in the manner and with the
effect specified in Section 8.07.

      Section 8.07. Resignation or Removal of Trustee. The
Trustee may at any time resign and be discharged from the trusts
hereby created by giving written notice thereof to the Company.
Upon receiving such notice of resignation, the Company shall
promptly appoint a successor Trustee by written instrument, in
duplicate, one copy of which instrument shall be delivered to the
resigning Trustee and one copy to the successor Trustee. If no
successor Trustee shall have been so appointed and having
accepted appointment within 30 days after the giving of such
notice of resignation, the resigning Trustee may petition any
court of competent jurisdiction for the appointment of a
successor Trustee.

           If the conditions in any of the following clauses (i),
(ii) or (iii) shall occur at any time, the Company may remove the
Trustee: (i) the Trustee shall cease to be eligible in accordance
with the provisions of Section 8.06 and shall fail to resign
after written request therefor by the Company; (ii) the Trustee
shall be legally unable to act, or shall be adjudged a bankrupt
or insolvent, or a receiver of the Trustee or of its property
shall be appointed, or any public officer shall take charge or
control of the Trustee or of its property or affairs for the
purpose of rehabilitation, conservation or liquidation; or (iii)
the replacement of the Trustee with a successor Trustee will
enable the Company to avoid (and should, based on the information
included in the notice referred to below, result in the avoidance
of) a downgrading of the ratings assigned to the Certificates by
the Rating Agencies (whether or not other actions could avoid
such downgrading) and no Event of Default, as provided by Section
7.01 hereof, shall have occurred or be continuing; provided,
however, that no action shall be taken pursuant to this clause
(iii) unless reasonable notice shall have been provided to the
Trustee, which notice shall set forth the basis for any rating
downgrade as contemplated by the Rating Agencies and shall also
indicate the manner in which such proposed action is intended to
avoid such downgrade. If it removes the Trustee under the
authority of the immediately preceding sentence, the Company
shall promptly appoint a successor trustee by written instrument,
in duplicate, one copy of which instrument shall be delivered to
the Trustee so removed and one copy to the successor trustee.

           Any resignation or removal of the Trustee and
appointment of a successor Trustee pursuant to any of the
provisions of this Section 8.07 shall not become effective until
acceptance of appointment by the successor Trustee as provided in
Section 8.08.


                               88
<PAGE>


      Section 8.08. Successor Trustee. Any successor Trustee
appointed as provided in Section 8.07 shall execute, acknowledge
and deliver to the Company and to its predecessor Trustee an
instrument accepting such appointment hereunder, and thereupon
the resignation or removal of the predecessor Trustee shall
become effective and such successor Trustee, without any further
act, deed or conveyance, shall become fully vested with all the
rights, powers, duties and obligations of its predecessor
hereunder, with like effect as if originally named as Trustee.
The predecessor Trustee shall deliver to the successor Trustee
all Mortgage Files and related documents and statements held by
it hereunder; and the Company and the predecessor Trustee shall
execute and deliver such instruments and do such other things as
may reasonably be required for fully and certainly vesting and
confirming in the successor Trustee all such rights, powers,
duties and obligations.

           No successor Trustee shall accept appointment as
provided in this Section 8.08 unless at the time of such
acceptance such successor Trustee shall be eligible under the
provisions of Section 8.06.

           Upon acceptance of appointment by a successor Trustee
as provided in this Section 8.08, the Company shall mail notice
of the succession of such Trustee hereunder to all holders of
Certificates at their addresses as shown in the Certificate
Register. If the Company fails to mail such notice within 10 days
after acceptance of appointment by the successor Trustee, the
successor Trustee shall cause such notice to be mailed at the
expense of the Company.

      Section 8.09. Merger or Consolidation of Trustee. Any
corporation into which the Trustee may be merged or converted or
with which it may be consolidated, or any corporation resulting
from any merger, conversion or consolidation to which the Trustee
shall be a party, or any corporation succeeding to the corporate
trust business of the Trustee, shall be the successor of the
Trustee hereunder, provided that such corporation shall be
eligible under the provisions of Section 8.06, without the
execution or filing of any paper or any further act on the part
of any of the parties hereto, anything herein to the contrary
notwithstanding.

      Section 8.10. Appointment of Co-Trustee or Separate
Trustee. Notwithstanding any other provisions of this Agreement,
at any time, for the purpose of meeting any legal requirements of
any jurisdiction in which any part of the Trust Fund or property
securing any Mortgage Note may at the time be located, the
Company and the Trustee acting jointly shall have the power and
shall execute and deliver all instruments to appoint one or more
Persons approved by the Trustee to act as co-trustee or
co-trustees, jointly with the Trustee, of all or any part of the
Trust Fund, or separate trustee or separate trustees of any part
of the Trust Fund, and to vest in such Person or Persons, in such
capacity and for the benefit of the Certificateholders, such
title to the Trust Fund, or any part thereof, and, subject to the
other provisions of this Section 8.10, such powers, duties,
obligations, rights and trusts as the Company and the Trustee may
consider necessary or desirable. If the Company shall not have
joined in such appointment within 15 days after the receipt by it
of a request so to do, or in case an Event of Default shall have
occurred and be continuing, the Trustee alone shall have the
power to make such appointment. No co-trustee or separate trustee
hereunder shall be required to meet the terms of eligibility as a
successor trustee under Section 8.06 and no notice to
Certificateholders of the appointment of any co-trustee or
separate trustee shall be required under Section 8.08.


                               89
<PAGE>


           Every separate trustee and co-trustee shall, to the
extent permitted by law, be appointed and act subject to the
following provisions and conditions:

               (i) All rights, powers, duties and obligations
          conferred or imposed upon the Trustee shall be
          conferred or imposed upon and exercised or performed by
          the Trustee and such separate trustee or co-trustee
          jointly (it being understood that such separate trustee
          or co-trustee is not authorized to act separately
          without the Trustee joining in such act), except to the
          extent that under any law of any jurisdiction in which
          any particular act or acts are to be performed (whether
          as Trustee hereunder or as successor to the Company
          hereunder), the Trustee shall be incompetent or
          unqualified to perform such act or acts, in which event
          such rights, powers, duties and obligations (including
          the holding of title to the Trust Fund or any portion
          thereof in any such jurisdiction) shall be exercised
          and performed singly by such separate trustee or
          co-trustee, but solely at the direction of the Trustee;

               (ii) No trustee hereunder shall be held personally
          liable by reason of any act or omission of any other
          trustee hereunder; and

               (iii) The Company and the Trustee acting jointly
          may at any time accept the resignation of or remove any
          separate trustee or co-trustee.

           Any notice, request or other writing given to the
Trustee shall be deemed to have been given to each of the then
separate trustees and co-trustees, as effectively as if given to
each of them. Every instrument appointing any separate trustee or
co-trustee shall refer to this Agreement and the conditions of
this Article VIII. Each separate trustee and co-trustee, upon its
acceptance of the trusts conferred, shall be vested with the
estates or property specified in its instrument of appointment,
either jointly with the Trustee or separately, as may be provided
therein, subject to all the provisions of this Agreement,
specifically including every provision of this Agreement relating
to the conduct of, affecting the liability of, or affording
protection to, the Trustee. Every such instrument shall be filed
with the Trustee and a copy thereof given to the Company.

           Any separate trustee or co-trustee may, at any time,
constitute the Trustee, its agent or attorney-in-fact, with full
power and authority, to the extent not prohibited by law, to do
any lawful act under or in respect of this Agreement on its
behalf and in its name. If any separate trustee or co-trustee
shall die, become incapable of acting, resign or be removed, all
of its estates, properties, rights, remedies and trusts shall
vest in and be exercised by the Trustee, to the extent permitted
by law, without the appointment of a new or successor trustee.

      Section 8.11. Compliance with REMIC Provisions; Tax
Returns. The Trustee shall at all times act in such a manner in
the performance of its duties hereunder as shall be necessary to
prevent the Trust Fund from failing to qualify as a REMIC and to
prevent the imposition of a tax on the Trust Fund or the REMIC
established hereunder. The Trustee, upon request, will furnish
the Company with all such information within its possession as
may be reasonably required in connection with the preparation of
all tax returns of the Trust Fund and any Reserve Fund, and
shall, upon request, execute such returns.


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<PAGE>


                           ARTICLE IX

                           TERMINATION

      Section 9.01. Termination upon Repurchase by the Company or
Liquidation of All Mortgage Loans. Subject to Section 9.02, the
respective obligations and responsibilities of the Company and
the Trustee created hereby (other than the obligation of the
Trustee to make certain payments to Certificateholders after the
final Distribution Date and the obligation of the Trustee to send
certain notices as hereinafter set forth) shall terminate upon
the last action required to be taken by the Trustee on the final
Distribution Date pursuant to this Article IX following the
earlier of (a) the repurchase by the Company of all Mortgage
Loans and all REO Mortgage Loans remaining in the Trust Fund at a
price equal to the sum of (x) 100% of the unpaid principal
balance of each Mortgage Loan (other than any REO Mortgage Loans
described in the following clause) as of the first day of the
month in which such purchase price is to be distributed to
Certificateholders plus accrued and unpaid interest thereon at
the applicable Remittance Rate (less any amounts constituting
previously unreimbursed Monthly Advances) to the first day of the
month in which such purchase price is to be distributed to
Certificateholders and (y) the appraised value of any REO
Mortgage Loan (less the good faith estimate of the Company of
Liquidation Expenses to be incurred in connection with its
disposal thereof), such appraisal to be conducted by an appraiser
mutually agreed upon by the Company and the Trustee, and (b) the
later of the final payment or other liquidation (or any Monthly
Advance with respect thereto) of the last Mortgage Loan remaining
in the Trust Fund or the disposition of all property acquired
upon foreclosure or by deed in lieu of foreclosure of any
Mortgage Loan; provided, however, that in no event shall the
Trust Fund created hereby continue beyond the expiration of 21
years from the death of the last survivor of the descendants of
Joseph P. Kennedy, the late ambassador of the United States of
America to the Court of St. James's, living on the date of this
Agreement. The right of the Company to repurchase all Mortgage
Loans pursuant to clause (a) above shall be conditioned upon the
aggregate of the Scheduled Principal Balance of the Outstanding
Mortgage Loans, at the time of any such repurchase, aggregating
less than 10 percent of the aggregate of the Scheduled Principal
Balance of the Mortgage Loans as of the Cut-off Date.

           Notice of any termination, specifying the Distribution
Date upon which the Certificateholders may surrender their
Certificates to the Trustee for payment of the final distribution
and cancellation, shall be given promptly by the Trustee by
letter to Certificateholders mailed not earlier than the 15th day
and not later than the 25th day of the month next preceding the
month of such final distribution specifying (A) the Distribution
Date upon which final payment of the Certificates will be made
upon presentation and surrender of the Certificates at the office
of the Trustee therein designated, (B) the amount of any such
final payment and (C) that the Record Date otherwise applicable
to such Distribution Date is not applicable, payments being made
only upon presentation and surrender of the Certificates at the
office of the Trustee therein specified. The Trustee shall give
such notice to the Certificate Registrar at the time such notice
is given to Certificateholders. In the event such notice is given
in connection with the exercise by the Company of its right of
repurchase, the Company shall deposit in the Certificate Account
not later than 11:00 a.m. on the Business Day prior to the final
Distribution Date in next-day funds an amount equal to the price
described above. Upon presentation and surrender of the
Certificates, the Trustee shall cause to be distributed to


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<PAGE>


Certificateholders an amount equal to the price calculated as
above provided, any such repurchase being in lieu of the
distribution otherwise required to be made on the Distribution
Date upon which the repurchase is effected. Upon certification to
the Trustee by a Servicing Officer following such final deposit,
the Trustee shall promptly release to the Company the Mortgage
Files for the repurchased Mortgage Loans.

          On the final Distribution Date, the Trustee shall distribute
amounts on deposit in the Certificate Account in accordance with
the applicable priorities provided by Section 4.01. Distributions
on each Certificate shall be made on the final Distribution Date
in the manner specified in Section 4.02 but only upon
presentation and surrender of the Certificates.

          In the event that all of the Certificateholders shall not
surrender their Certificates for cancellation within six months
after the date specified in the above-mentioned written notice,
the Trustee shall give a second written notice to the remaining
Certificateholders to surrender their Certificates for
cancellation and receive the final distribution with respect
thereto. If within one year after the second notice all the
Certificates shall not have been surrendered for cancellation,
the Trustee may take appropriate steps, or may appoint an agent
to take appropriate steps, to contact the remaining
Certificateholders concerning surrender of their Certificates,
and the cost thereof shall be paid out of the funds and other
assets which remain subject hereto.

      Section 9.02. Additional Termination Requirements. (a) In
the event the Company exercises its purchase option as provided
in Section 9.01, the Trust Fund and the REMIC established
hereunder shall be terminated in accordance with the following
additional requirements, unless the Trustee has been supplied
with an Opinion of Counsel to the effect that the failure to
comply with the requirements of this Section 9.02 will not (i)
result in the imposition of taxes on "prohibited transactions" of
such REMIC as defined in section 860F of the Code, or (ii) cause
the Trust Fund to fail to qualify as a REMIC at any time that any
Certificates are outstanding:

               (i) Within 90 days prior to the final Distribution
          Date set forth in the notice given by the Trustee under
          Section 9.01, the Company shall prepare and the Trustee
          shall execute and adopt a plan of complete liquidation
          for such REMIC within the meaning of section
          860F(a)(4)(A)(i) of the Code, which shall be evidenced
          by such notice; and

               (ii) Within 90 days after the time of adoption of
          such a plan of complete liquidation, the Trustee shall
          sell all of the assets of the Trust Fund to the Company
          for cash in accordance with Section 9.01.

     (b) By their acceptance of the Residual Certificates, the
Holders thereof hereby authorize the Trustee to adopt such a plan
of complete liquidation which authorization shall be binding on
all successor Holders of the Residual Certificates.

     (c) On the final federal income tax return for the REMIC
established hereunder, the Trustee will attach a statement
specifying the date of the adoption of the plan of liquidation.


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<PAGE>


                            ARTICLE X

                     MISCELLANEOUS PROVISIONS

      Section 10.01. Amendment. This Agreement may be amended
from time to time by the Company and the Trustee, without the
consent of any of the Certificateholders, to cure any ambiguity,
to correct or supplement any provisions herein or therein which
may be defective or inconsistent with any other provisions
herein, or to surrender any right or power herein conferred upon
the Company, or to add any other provisions with respect to
matters or questions arising under this Agreement, which shall
not be materially inconsistent with the provisions of this
Agreement; provided, however, that such action shall not, as
evidenced by an Opinion of Counsel, adversely affect in any
material respect the interests of any Certificateholder.
Notwithstanding the foregoing, without the consent of the
Certificateholders, the Trustee and the Company may at any time
and from time to time amend this Agreement to modify, eliminate
or add to any of its provisions to such extent as shall be
necessary or appropriate to maintain the qualification of the
Trust Fund as a REMIC under the Code or to avoid or minimize the
risk of the imposition of any tax on the Trust Fund pursuant to
the Code that would be a claim against the Trust Fund at any time
prior to the final redemption of the Certificates, provided that
the Trustee has obtained an opinion of independent counsel (which
opinion also shall be addressed to the Company) to the effect
that such action is necessary or appropriate to maintain such
qualification or to avoid or minimize the risk of the imposition
of such a tax.

           This Agreement may also be amended from time to time
by the Company and the Trustee with the consent of Holders of
Certificates evidencing (i) not less than 66% of the Voting
Rights of all the Certificates or (ii) Percentage Interests
aggregating not less than 66% of each Class affected by such
amendment, for the purpose of adding any provisions to or
changing in any manner or eliminating any of the provisions of
this Agreement, or of modifying in any manner the rights of the
Holders of Certificates; provided, however, that no such
amendment shall (a) reduce in any manner the amount of, or delay
the timing of, collections of payments on the Mortgage Loans or
distributions which are required to be made on any Certificate
without the consent of the Holder of such Certificate, (b)
adversely affect in any material respects the interests of the
Holders of any Class of Certificates in any manner other than as
described in (a), without the consent of the Holders of
Certificates evidencing Percentage Interests aggregating not less
than 66% of such Class, or (c) reduce the aforesaid percentages
of Certificates of any Class required to consent to any such
amendment, without the consent of the Holders of all Certificates
of such Class then outstanding. For purposes of this paragraph,
references to "Holder" or "Holders" shall be deemed to include,
in the case of any Class of Book-Entry Certificates, the related
Certificate Owners.

           Notwithstanding any contrary provision of this
Agreement, the Trustee shall not consent to any amendment to this
Agreement unless it shall have first received an Opinion of
Counsel to the effect that such amendment will not subject the
Trust Fund to tax or cause the Trust Fund to fail to qualify as a
REMIC at any time that any Certificates are outstanding.

           Promptly after the execution of any such amendment or
consent the Trustee shall furnish written notification of the
substance of such amendment to each Certificateholder.


                               93
<PAGE>


           It shall not be necessary for the consent of
Certificateholders under this Section 10.01 to approve the
particular form of any proposed amendment, but it shall be
sufficient if such consent shall approve the substance thereof.
The manner of obtaining such consents and of evidencing the
authorization of the execution thereof by Certificateholders
shall be subject to such reasonable requirements as the Trustee
may prescribe.

      Section 10.02. Recordation of Agreement. This Agreement is
subject to recordation in all appropriate public offices for real
property records in all the counties or other comparable
jurisdictions in which any or all of the properties subject to
the Mortgages are situated, and in any other appropriate public
recording office or elsewhere, such recordation to be effected by
the Company and at its expense on direction by the Trustee, but
only upon direction of the Trustee accompanied by an Opinion of
Counsel to the effect that such recordation materially and
beneficially affects the interests of Certificateholders.

           For the purpose of facilitating the recordation of
this Agreement as herein provided and for other purposes, this
Agreement may be executed simultaneously in any number of
counterparts, each of which counterparts shall be deemed to be an
original, and such counterparts shall constitute but one and the
same instrument.

     Section 10.03. Limitation on Rights of Certificateholders.
The death or incapacity of any Certificateholder shall not
operate to terminate this Agreement or the Trust Fund, nor
entitle such Certificateholder's legal representatives or heirs
to claim an accounting or to take any action or commence any
proceeding in any court for a partition or winding up of the
Trust Fund, nor otherwise affect the rights, obligations and
liabilities of the parties hereto or any of them.

           No Certificateholder shall have any right to vote
(except as provided in Section 10.01) or in any manner otherwise
control the operation and management of the Trust Fund, or the
obligations of the parties hereto, nor shall anything herein set
forth, or contained in the terms of the Certificates, be
construed so as to constitute the Certificateholders from time to
time as partners or members of an association; nor shall any
Certificateholder be under any liability to any third person by
reason of any action taken by the parties to this Agreement
pursuant to any provision hereof.

           No Certificateholder shall have any right by virtue or
by availing itself of any provisions of this Agreement to
institute any suit, action or proceeding in equity or at law upon
or under or with respect to this Agreement, unless such Holder
previously shall have given to the Trustee a written notice of
default and of the continuance thereof, as hereinbefore provided,
and unless also the Holders of Certificates of each Class
affected thereby evidencing, as to each such Class, Percentage
Interests aggregating not less than 25% shall have made written
request upon the Trustee to institute such action, suit or
proceeding in its own name as Trustee hereunder and shall have
offered to the Trustee such reasonable indemnity as it may
require against the costs, expenses and liabilities to be
incurred therein or thereby, and the Trustee, for 60 days after
its receipt of such notice, request and offer of indemnity, shall
have neglected or refused to institute any such action, suit or
proceeding; it being understood and intended, and being expressly
covenanted by each Certificateholder with every other
Certificateholder and the Trustee, that no one or more Holders of
Certificates shall have any right in any manner whatever by
virtue or by availing itself or themselves of any provisions of
this Agreement to affect, disturb or prejudice 


                               94
<PAGE>


the rights of the Holders of any other of the Certificates, or to
obtain or seek to obtain priority over or preference to any other
such Holder, or to enforce any right under this Agreement, except
in the manner herein provided and for the equal, ratable and
common benefit of all Certificateholders. For the protection and
enforcement of the provisions of this Section 10.03, each and
every Certificateholder and the Trustee shall be entitled to such
relief as can be given either at law or in equity.

     Section 10.04. Governing Law. THIS AGREEMENT SHALL BE
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK
AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER
SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

      Section 10.05. Notices. All demands, notices and
communications hereunder shall be in writing and shall be deemed
to have been duly given if personally delivered at or mailed by
certified mail, return receipt requested, (a) in the case of the
Company, to GE Capital Mortgage Services, Inc., 3 Executive
Campus, Cherry Hill, New Jersey 08002, Attention: General
Counsel, (b) in the case of the Trustee, to State Street Bank and
Trust Company, Corporate Trust Department, 225 Franklin Street,
Boston, Massachusetts 02110, (c) in the case of Fitch, to Fitch
IBCA, Inc., One State Street Plaza, New York, New York 10004,
Attention: Structured Finance Surveillance, and (d) in the case
of S&P, Standard and Poor's Ratings Services, 26 Broadway, 10th
Floor, New York, New York 10004, Attention: Residential Mortgage
Surveillance, or, as to each such Person, at such other address
as shall be designated by such Person in a written notice to each
other named Person. Any notice required or permitted to be mailed
to a Certificateholder shall be given by first class mail,
postage prepaid, at the address of such Holder as shown in the
Certificate Register. Any notice so mailed within the time
prescribed in this Agreement shall be conclusively presumed to
have been duly given, whether or not the Certificateholder
receives such notice.

      Section 10.06. Notices to the Rating Agencies. The Company
shall deliver written notice of the following events to each
Rating Agency promptly following the occurrence thereof: material
amendment to this Agreement; any Event of Default; any Trigger
Event; change in or termination of the Trustee; removal of the
Company or any successor servicer as servicer; repurchase or
replacement of any Defective Mortgage Loan pursuant to Section
2.03; and final payment to Certificateholders. In addition, the
Company shall deliver copies of the following documents to each
Rating Agency at the time such documents are required to be
delivered pursuant to this Agreement: monthly statements to
Certificateholders pursuant to Section 4.05, annual report of
independent accountants pursuant to Section 3.13 and annual
servicer compliance report pursuant to Section 3.12.
Notwithstanding the foregoing, the failure to deliver such
notices or copies shall not constitute an Event of Default under
this Agreement.

     Section 10.07. Severability of Provisions. If any one or
more of the covenants, agreements, provisions or terms of this
Agreement shall be for any reason whatsoever held invalid, then
to the extent permitted by law such covenants, agreements,
provisions or terms shall be deemed severable from the remaining
covenants, agreements, provisions or terms of this Agreement and
shall in no way affect the validity or enforceability of the
other provisions of this Agreement or of the Certificates or the
rights of the Holders thereof.


                               95
<PAGE>


     Section 10.08. Certificates Nonassessable and Fully Paid. It
is the intention of the Trustee that Certificateholders shall not
be personally liable for obligations of the Trust Fund, that the
beneficial ownership interests represented by the Certificates
shall be nonassessable for any losses or expenses of the Trust
Fund or for any reason whatsoever, and that Certificates upon
execution, countersignature and delivery thereof by the Trustee
are and shall be deemed fully paid.

                               * * *


                               96
<PAGE>


     IN WITNESS WHEREOF, the Company and the Trustee have caused
this Agreement to be duly executed by their respective officers
and their respective seals, duly attested, to be hereunto
affixed, all as of the day and year first above written.

                               GE CAPITAL MORTGAGE SERVICES, INC.


                               By:_______________________________
                                  Name:
                                  Title:
[SEAL]


Attest:


By:____________________________________
   Name:
   Title:


                               STATE STREET BANK AND
                                  TRUST COMPANY,
                                  as Trustee


                               By:_______________________________
                                  Name:
                                  Title:
[SEAL]


Attest:


By:____________________________________
   Name:
   Title:


<PAGE>


State of New Jersey  )
                     ) ss.:
County of Camden     )


           On the day of November, 1998 before me, a notary
public in and for the State of New Jersey, personally appeared
_______________________, known to me who, being by me duly sworn,
did depose and say that he/she resides at _______________________
___________________________________; that he/she is a(n)
_________________________ of GE Capital Mortgage Services, Inc.,
a corporation formed under the laws of the State of New Jersey,
one of the parties that executed the foregoing instrument; that
he/she knows the seal of said corporation; that the seal affixed
to said instrument is such corporate seal; that it was so affixed
by order of the Board of Directors of said corporation; and that
he/she signed his/her name thereto by like order.




                               ----------------------------------
                                      Notary Public



[Notarial Seal]


<PAGE>


The Commonwealth of Massachusetts   )
                                    ) ss.:
County of Suffolk                   )


           On the day of November, 1998 before me, a notary
public in and for the Commonwealth of Massachusetts, personally
appeared ____________________, known to me who, being by me duly
sworn, did depose and say that he/she resides at __________________
_____________________________________________________________;
that he/she is a(n) __________________________________ of State
Street Bank and Trust Company, one of the parties that executed
the foregoing instrument; that he/she knows the seal of said
Bank; that the seal affixed to said instrument is such corporate
seal; that it was so affixed by order of the Board of Directors
of said Bank; and that he/she signed his/her name thereto by
order of the Board of Directors of said Bank.




                               ----------------------------------
                                      Notary Public



[Notarial Seal]


<PAGE>


                             EXHIBIT A

                       FORMS OF CERTIFICATES


PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.


<PAGE>


    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                               Initial Class A1 Certificate
                                     Principal Balance:
Class A1                               $334,182,000

Certificate Interest                 Initial Certificate Principal 
Balance of this Certificate:         Rate per annum: 6.25%

Cut-off Date:
November 1, 1998

First Distribution Date:             CUSIP:  36157RVQ5
December 28, 1998


                                2
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class A1 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

     Distributions on this Certificate will be made by the
Trustee by check or money order mailed to the Person entitled
thereto at the address appearing in the Certificate Register or,
upon written request by the Certificateholder, by such other
means of payment as such Person and the Trustee shall agree.
Except as otherwise provided in the Agreement, the final
distribution on this Certificate will be made in the applicable
manner described above, after due notice by the Trustee of the

                                3
<PAGE>

pendency of such distribution and only upon presentation and
surrender of this Certificate at the office or agency maintained
for that purpose by the Trustee in New York, New York.

     This Certificate is one of a duly authorized issue of
Certificates designated as REMIC Multi-Class Pass-Through
Certificates, Series 1998-21, issued in twenty-one Classes (Class
A1, Class A2, Class A3, Class A4, Class A5, Class A6, Class A7,
Class A8, Class A9, Class A10, Class A11, Class A12, Class A13,
Class R, Class PO, Class M, Class B1, Class B2, Class B3, Class
B4 and Class B5, herein called the "Certificates").

     The Certificates are limited in right of payment to certain
payments on and collections in respect of the Mortgage Loans, all
as more specifically set forth in the Agreement. The
Certificateholder, by its acceptance of this Certificate, agrees
that it will look solely to the funds on deposit in the
Certificate Account for payment hereunder and that the Trustee in
its individual capacity is not personally liable to the
Certificateholders for any amount payable under this Certificate
or the Agreement or, except as expressly provided in the
Agreement, subject to any liability under the Agreement.

     As provided in the Agreement and with certain exceptions
therein provided, certain losses on the Mortgage Loans resulting
from defaults by Mortgagors will be borne by the Holders of the
Class M, Class B1, Class B2, Class B3, Class B4 and Class B5
Certificates before such losses will be borne by the Holders of
the other Classes of the Certificates.

     This Certificate does not purport to summarize the Agreement
and reference is made to the Agreement for the interests, rights
and limitations of rights, benefits, obligations and duties
evidenced hereby, and the rights, duties and immunities of the
Trustee.

     The Agreement permits, with certain exceptions therein
provided, the amendment thereof and the modification of the
rights and obligations of the Company and the rights of the
Certificateholders under the Agreement at any time by the Company
and the Trustee with the consent of the Holders of Certificates
evidencing not less than 66% of all the Voting Rights as defined
in the Agreement. Any such consent by the Holder of this
Certificate shall be conclusive and binding on such Holder and
upon all future Holders of this Certificate and of any

                                4
<PAGE>

Certificate issued upon the transfer hereof or in exchange
herefor or in lieu hereof whether or not notation of such consent
is made upon this Certificate. The Agreement also permits the
amendment thereof, in certain limited circumstances, without the
consent of the Holders of any of the Certificates.

     No transfer of any Class M, Class B1, Class B2, Class B3,
Class B4 or Class B5 Certificate which is in the form of a
Definitive Certificate shall be made to any Person unless the
Trustee has received (i) a certificate from such transferee to
the effect that such transferee (x) is not an employee benefit
plan subject to the Employee Retirement Income Security Act of
1974, as amended ("ERISA") or a plan subject to Section 4975 of
the Internal Revenue Code of 1986, as amended ("Section 4975") (a
"Plan") or a Person that is using the assets of a Plan to acquire
such Certificate or (y) is an insurance company investing assets
of its general account and the exemption provided by Section
III(a) of Department of Labor Prohibited Transaction Exemption
95-60, 60 Fed. Reg. 35925 (July 12, 1995) (the "Exemption")
applies to such transferee's acquisition and holding of such
Certificate, or (ii) an opinion of counsel satisfactory to the
Trustee, which opinion shall not be an expense of the Trustee or
the Company, to the effect that the purchase and holding of such
Certificate will not constitute or result in the assets of the
Trust Fund being deemed to be "plan assets" and subject to the
prohibited transaction provisions of ERISA or Section 4975 and
will not subject the Trustee or the Company to any obligation in
addition to those undertaken in the Agreement; provided, however,
that the Trustee will not require such certificate or opinion in
the event that, as a result of a change of law or otherwise,
counsel satisfactory to the Trustee has rendered an opinion to
the effect that the purchase and holding of a Class M, Class B1,
Class B2, Class B3, Class B4 or Class B5 Certificate by a Plan or
a Person that is purchasing or holding such Certificate with the
assets of a Plan will not constitute or result in a prohibited
transaction under ERISA or Section 4975.

     No transfer of any Class R Certificate shall be made to any
Person unless the Trustee has received a certificate from such
transferee to the effect that, among other things, such
transferee (x) is not an employee benefit plan subject to ERISA
or a Plan or a Person that is using the assets of a Plan to
acquire any such Class R Certificate or (y) is an insurance
company investing assets of its general account and the Exemption

                                5
<PAGE>

applies to such transferee's acquisition and holding of any such
Class R Certificate.

     As provided in the Agreement, and subject to certain
limitations therein set forth, the transfer of this Certificate
is registerable in the Certificate Register of the Trustee upon
surrender of this Certificate for registration of transfer at the
office or agency maintained by the Trustee in the city in which
the Corporate Trust Office of the Trustee is located or in the
City of New York, accompanied by a written instrument of transfer
in form satisfactory to the Company, the Trustee, and the
Certificate Registrar duly executed by the Holder hereof or such
Holder's attorney duly authorized in writing, and thereupon one
or more new Certificates of the same Class of authorized
denominations evidencing the same aggregate Percentage Interest
will be issued to the designated transferee or transferees.

     The Certificates are issuable only as registered
Certificates without coupons in denominations specified in the
Agreement. As provided in the Agreement and subject to certain
limitations therein set forth, Certificates are exchangeable for
new Certificates of the same Class of authorized denominations
evidencing the same aggregate Percentage Interest as requested by
the Holder surrendering the same.

     No service charge will be made for any such registration of
transfer or exchange, but the Trustee may require payment of a
sum sufficient to cover any tax or other governmental charge
payable in connection therewith.

     The Trustee and the Certificate Registrar and any agent of
the Trustee or the Certificate Registrar may treat the Person in
whose name this Certificate is registered as the owner hereof for
all purposes, and neither the Trustee, the Certificate Registrar
nor any such agent shall be affected by any notice to the
contrary.

     The obligations and responsibilities created by the
Agreement, and the Trust Fund created thereby shall terminate
upon payment to the Certificateholders, or provision therefor, in
accordance with the Agreement following the earlier of (a) the
repurchase by the Company of all Mortgage Loans and all property
acquired in respect of any Mortgage Loan remaining in the Trust
Fund at a price equal to the sum of (x) 100% of the unpaid
principal balance of each Mortgage Loan (other than a Mortgage

                                6
<PAGE>

Loan described in clause (y)) plus accrued and unpaid interest
thereon at the rate provided for in the Agreement (less any
amounts representing previously unreimbursed Monthly Advances)
and (y) the appraised value of any property acquired in respect
of a Mortgage Loan determined as provided in the Agreement, and
(b) the later of the final payment or other liquidation (or any
Monthly Advance with respect thereto) of the last Mortgage Loan
remaining in the Trust Fund and the disposition of all property
acquired upon foreclosure or by deed in lieu of foreclosure of
any Mortgage Loan. The right of the Company to repurchase all the
Mortgage Loans and property in respect of Mortgage Loans is
subject to the Pool Scheduled Principal Balance at the time of
repurchase being less than 10 percent of the Pool Scheduled
Principal Balance as of the Cut-off Date. The Company's exercise
of such right will result in early retirement of the
Certificates.

     Unless this Certificate has been countersigned by the
Trustee, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any
purpose.


                                7
<PAGE>


     IN WITNESS WHEREOF, the Trustee has caused this Certificate
to be duly executed under its official seal.

                              STATE STREET BANK AND TRUST
                              COMPANY, not in its individual
                              capacity but solely as Trustee



(SEAL)
                               By: _________________________
                               Name:
                               Title:



Countersigned:


By  _________________________
Authorized Signatory of 
STATE STREET BANK AND TRUST COMPANY, 
not in its individual capacity but 
solely as Trustee


Dated:  ______________________


                                8
<PAGE>


                            ASSIGNMENT

     FOR VALUE RECEIVED the undersigned hereby sell(s), assign(s)
and transfer(s) unto

Please insert social security
   or other identifying number of assignee

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

- -----------------------------------------------------------------
           (Please print or typewrite name and address
              including postal zip code of assignee)



- -----------------------------------------------------------------
this Certificate evidencing a Percentage Interest in certain
distributions with respect to the Trust Fund and hereby
authorizes the transfer of registration of such interest to
assignee on the Certificate Register of said Trust Fund.

     I (we) further direct the Certificate Registrar to issue a
new Certificate of like Class and Percentage Interest, to the
above named assignee and deliver such Certificate to the
following address:

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

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

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

Dated:  __________________


- -------------------------------------
Signature by or on behalf of assignor




- -----------------------
*Signature Guaranteed*

*The signature hereon must be guaranteed by a bank, trust company
or broker of the signatory who is a member of a signature
guarantee medallion program.


                                9
<PAGE>


PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.


                               10
<PAGE>


    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                                 Initial Class A2 Certificate
                                       Principal Balance:
Class A2                                 $854,000

Certificate Interest                   Initial Certificate Principal 
Balance of this Certificate:           Rate per annum: 6.25%

Cut-off Date:
November 1, 1998

First Distribution Date:               CUSIP:  36157RVR3
December 28, 1998


                               11
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class A2 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               12
<PAGE>


PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.


                               13
<PAGE>


    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                              Initial Class A3 Certificate
                                    Principal Balance:
Class A3                              $50,066,432

Certificate Interest                Initial Certificate Principal 
Balance of this Certificate:        Rate per annum: 6.25%

Cut-off Date:
November 1, 1998

First Distribution Date:            CUSIP:  36157RVS1
December 28, 1998


                               14
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class A3 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               15
<PAGE>


PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.


                               16
<PAGE>


    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                             Initial Class A4 Certificate
                                   Principal Balance:
Class A4                             $1,500,000

Certificate Interest               Initial Certificate Principal 
Balance of this Certificate:       Rate per annum: 6.50%

Cut-off Date:
November 1, 1998

First Distribution Date:           CUSIP:  36157RVT9
December 28, 1998


                               17
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class A4 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               18
<PAGE>


PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.


                               19
<PAGE>


    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                            Initial Class A5 Certificate
                                  Principal Balance:
Class A5                            $5,729,387

Certificate Interest              Initial Certificate Principal 
Balance of this Certificate:      Rate per annum: 6.50%

Cut-off Date:
November 1, 1998

First Distribution Date:          CUSIP:  36157RVU6
December 28, 1998


                               20
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class A5 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               21
<PAGE>


PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.


                               22
<PAGE>


    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                            Initial Class A6 Certificate
                                  Principal Balance:
Class A6                            $1,583,333

Certificate Interest              Initial Certificate Principal Rate per annum:
variable                          Balance of this Certificate:

Cut-off Date:
November 1, 1998

First Distribution Date:          CUSIP:  36157RVV4
December 28, 1998


                               23
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class A6 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               24
<PAGE>


PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.


                               25
<PAGE>


    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                       Initial Class A7 Certificate
                             Principal Balance:
Class A7                       $527,778

Certificate Interest         Initial Certificate Principal Rate per annum:
variable                     Balance of this Certificate:

Cut-off Date:
November 1, 1998

First Distribution Date:     CUSIP:  36157RVW2
December 28, 1998


                               26
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class A7 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               27
<PAGE>


PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.


                               28
<PAGE>


    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                                 Initial Class A8 Certificate
                                       Principal Balance:
Class A8                                 $4,854,400

Certificate Interest                   Initial Certificate Principal 
Balance of this Certificate:           Rate per annum: 6.00%

Cut-off Date:
November 1, 1998

First Distribution Date:               CUSIP:  36157RVX0
December 28, 1998


                               29
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class A8 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               30
<PAGE>


PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.


                               31
<PAGE>


    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                               Initial Class A9 Certificate
                                     Principal Balance:
Class A9                               $263,889

Certificate Interest                 Initial Certificate Principal 
Balance of this Certificate:         Rate per annum:
non-interest bearing

Cut-off Date:
November 1, 1998

First Distribution Date:             CUSIP:  36157RVY8
December 28, 1998


                               32
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class A9 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               33
<PAGE>


PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.


                               34
<PAGE>


    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                              Initial Class A10 Certificate
                                    Principal Balance:
Class A10                             $11,630,769

Certificate Interest                Initial Certificate Principal 
Balance of this Certificate:        Rate per annum: 6.50%

November 1, 1998

First Distribution Date:            CUSIP:  36157RVZ5
December 28, 1998


                               35
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class A10 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               36
<PAGE>


PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.


                               37
<PAGE>


    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                              Initial Class A11 Certificate
                                    Principal Balance:
Class A11                             $465,231

Certificate Interest                Initial Certificate Principal 
Balance of this Certificate:        Rate per annum:
non-interest bearing

Cut-off Date:
November 1, 1998

First Distribution Date:            CUSIP:  36157RWA9
December 28, 1998


                               38
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class A11 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               39
<PAGE>


PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.


                               40
<PAGE>


    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                               Initial Class A12 Certificate
                                     Principal Balance:
Class A12                              $76,250,000

Certificate Interest                 Initial Certificate Principal 
Balance of this Certificate:         Rate per annum: 6.25%

Cut-off Date:
November 1, 1998

First Distribution Date:             CUSIP:  36157RWB7
December 28, 1998


                               41
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class A12 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               42
<PAGE>


PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.


                               43
<PAGE>


    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                            Initial Class A13 Certificate
                                  Principal Balance:
Class A13                           $12,757,000

Certificate Interest              Initial Certificate Principal 
Balance of this Certificate:      Rate per annum: 6.25%

Cut-off Date:
November 1, 1998

First Distribution Date:          CUSIP:  36157RWC5
December 28, 1998


                               44
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class A13 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               45
<PAGE>


PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

TRANSFER OF THIS CERTIFICATE IS RESTRICTED AS PROVIDED IN SECTION
5.02 OF THE AGREEMENT.

FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS THE
"RESIDUAL INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT
CONDUIT" ("REMIC") AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN
SECTIONS 860G(a)(2) AND 860D OF THE INTERNAL REVENUE CODE OF
1986, AS AMENDED (THE "CODE"). A TRANSFEREE OF THIS CERTIFICATE,
BY ACCEPTANCE HEREOF, IS DEEMED TO HAVE ACCEPTED THIS CERTIFICATE
SUBJECT TO CERTAIN RESTRICTIONS ON TRANSFERABILITY AS SET FORTH
IN THE AGREEMENT, AND SHALL BE REQUIRED TO FURNISH AN AFFIDAVIT
TO THE TRANSFEROR AND THE TRUSTEE TO THE EFFECT THAT IT IS NOT A
DISQUALIFIED ORGANIZATION, AS SUCH TERM IS DEFINED IN CODE
SECTION 860E(e)(5), AN AGENT (INCLUDING A BROKER, NOMINEE OR
OTHER MIDDLEMAN) FOR SUCH DISQUALIFIED ORGANIZATION, OR AN ENTITY
THAT HOLDS REMIC RESIDUAL SECURITIES AS NOMINEE TO FACILITATE THE
CLEARANCE AND SETTLEMENT OF SUCH SECURITIES THROUGH BOOK-ENTRY
CHANGES IN ACCOUNTS OF PARTICIPATING ORGANIZATIONS (A "BOOK-ENTRY
NOMINEE") AND TO HAVE AGREED TO SUCH AMENDMENTS TO THE AGREEMENT
AS MAY BE REQUIRED TO FURTHER EFFECTUATE THE RESTRICTIONS ON
TRANSFERS TO DISQUALIFIED ORGANIZATIONS, AGENTS THEREOF OR
BOOK-ENTRY NOMINEES.

THE HOLDER OF THIS CLASS R CERTIFICATE, BY ACCEPTANCE HEREOF, IS
DEEMED TO HAVE IRREVOCABLY APPOINTED THE COMPANY (AS DEFINED
HEREIN) AS ITS AGENT AND ATTORNEY-IN-FACT TO ACT AS "TAX MATTERS
PERSON" OF THE REMIC TO PERFORM THE FUNCTIONS OF A "TAX MATTERS
PARTNER" FOR PURPOSES OF SUBCHAPTER C OF CHAPTER 63 OF SUBTITLE F
OF THE CODE, WITH RESPECT TO THE TRUST FUND.


                               46
<PAGE>


THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY
DISQUALIFIED ORGANIZATION, BOOK-ENTRY NOMINEE OR NON-PERMITTED
FOREIGN HOLDER, AS DEFINED IN THE AGREEMENT OR TO ANY EMPLOYEE
BENEFIT PLAN SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY
ACT OF 1974, AS AMENDED ("ERISA") OR A PLAN SUBJECT TO SECTION
4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED ("SECTION
4975") (A "PLAN") OR A PERSON THAT IS USING THE ASSETS OF A PLAN
TO ACQUIRE THIS CERTIFICATE, EXCEPT AS DESCRIBED HEREIN. THE
TRANSFER OF THIS CERTIFICATE IS SUBJECT TO CERTAIN OTHER
RESTRICTIONS AS SET FORTH HEREIN.

    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                                      Initial Class R Certificate
                                            Principal Balance:
Class R                                       $100.00

Certificate Interest                        Initial Certificate Principal 
Balance of this Certificate:                Rate per annum: 6.25%

Cut-off Date:
November 1, 1998

First Distribution Date:                    CUSIP: 36157RWD3
December 28, 1998


                               47
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class R Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

     Distributions on this Certificate will be made by the
Trustee by check or money order mailed to the Person entitled
thereto at the address appearing in the Certificate Register or,
upon written request by the Certificateholder, by such other
means of payment as such Person and the Trustee shall agree.
Except as otherwise provided in the Agreement, the final
distribution on this Certificate will be made in the applicable
manner described above, after due notice by the Trustee of the


                               48
<PAGE>

pendency of such distribution and only upon presentation and
surrender of this Certificate at the office or agency maintained
for that purpose by the Trustee in New York, New York.

     This Certificate is one of a duly authorized issue of
Certificates designated as REMIC Multi-Class Pass-Through
Certificates, Series 1998-21, issued in twenty-one Classes (Class
A1, Class A2, Class A3, Class A4, Class A5, Class A6, Class A7,
Class A8, Class A9, Class A10, Class A11, Class A12, Class A13,
Class R, Class PO, Class M, Class B1, Class B2, Class B3, Class
B4 and Class B5, herein called the "Certificates").

     The Certificates are limited in right of payment to certain
payments on and collections in respect of the Mortgage Loans, all
as more specifically set forth in the Agreement. The
Certificateholder, by its acceptance of this Certificate, agrees
that it will look solely to the funds on deposit in the
Certificate Account for payment hereunder and that the Trustee in
its individual capacity is not personally liable to the
Certificateholders for any amount payable under this Certificate
or the Agreement or, except as expressly provided in the
Agreement, subject to any liability under the Agreement.

     As provided in the Agreement and with certain exceptions
therein provided, certain losses on the Mortgage Loans resulting
from defaults by Mortgagors will be borne by the Holders of the
Class M, Class B1, Class B2, Class B3, Class B4 and Class B5
Certificates before such losses will be borne by the Holders of
the other Classes of the Certificates.

     This Certificate does not purport to summarize the Agreement
and reference is made to the Agreement for the interests, rights
and limitations of rights, benefits, obligations and duties
evidenced hereby, and the rights, duties and immunities of the
Trustee.

     The Agreement permits, with certain exceptions therein
provided, the amendment thereof and the modification of the
rights and obligations of the Company and the rights of the
Certificateholders under the Agreement at any time by the Company
and the Trustee with the consent of the Holders of Certificates
evidencing not less than 66% of all the Voting Rights as defined
in the Agreement. Any such consent by the Holder of this
Certificate shall be conclusive and binding on such Holder and
upon all future Holders of this Certificate and of any


                               49
<PAGE>

Certificate issued upon the transfer hereof or in exchange
herefor or in lieu hereof whether or not notation of such consent
is made upon this Certificate. The Agreement also permits the
amendment thereof, in certain limited circumstances, without the
consent of the Holders of any of the Certificates.

     No transfer of any Class M, Class B1, Class B2, Class B3,
Class B4 or Class B5 Certificate which is in the form of a
Definitive Certificate shall be made to any Person unless the
Trustee has received (i) a certificate from such transferee to
the effect that such transferee (x) is not an employee benefit
plan subject to the Employee Retirement Income Security Act of
1974, as amended ("ERISA") or a plan subject to Section 4975 of
the Internal Revenue Code of 1986, as amended ("Section 4975") (a
"Plan") or a Person that is using the assets of a Plan to acquire
such Certificate or (y) is an insurance company investing assets
of its general account and the exemption provided by Section
III(a) of Department of Labor Prohibited Transaction Exemption
95-60, 60 Fed. Reg. 35925 (July 12, 1995) (the "Exemption")
applies to such transferee's acquisition and holding of such
Certificate, or (ii) an opinion of counsel satisfactory to the
Trustee, which opinion shall not be an expense of the Trustee or
the Company, to the effect that the purchase and holding of such
Certificate will not constitute or result in the assets of the
Trust Fund being deemed to be "plan assets" and subject to the
prohibited transaction provisions of ERISA or Section 4975 and
will not subject the Trustee or the Company to any obligation in
addition to those undertaken in the Agreement; provided, however,
that the Trustee will not require such certificate or opinion in
the event that, as a result of a change of law or otherwise,
counsel satisfactory to the Trustee has rendered an opinion to
the effect that the purchase and holding of a Class M, Class B1,
Class B2, Class B3, Class B4 or Class B5 Certificate by a Plan or
a Person that is purchasing or holding such Certificate with the
assets of a Plan will not constitute or result in a prohibited
transaction under ERISA or Section 4975.

     No transfer of any Class R Certificate shall be made to any
Person unless the Trustee has received a certificate from such
transferee to the effect that, among other things, such
transferee (x) is not an employee benefit plan subject to ERISA
or a Plan or a Person that is using the assets of a Plan to
acquire any such Class R Certificate or (y) is an insurance
company investing assets of its general account and the Exemption


                               50
<PAGE>

applies to such transferee's acquisition and holding of any such
Class R Certificate.

     As provided in the Agreement, and subject to certain
limitations therein set forth, the transfer of this Certificate
is registerable in the Certificate Register of the Trustee upon
surrender of this Certificate for registration of transfer at the
office or agency maintained by the Trustee in the city in which
the Corporate Trust Office of the Trustee is located or in the
City of New York, accompanied by a written instrument of transfer
in form satisfactory to the Company, the Trustee, and the
Certificate Registrar duly executed by the Holder hereof or such
Holder's attorney duly authorized in writing, and thereupon one
or more new Certificates of the same Class of authorized
denominations evidencing the same aggregate Percentage Interest
will be issued to the designated transferee or transferees.

     The Certificates are issuable only as registered
Certificates without coupons in denominations specified in the
Agreement. As provided in the Agreement and subject to certain
limitations therein set forth, Certificates are exchangeable for
new Certificates of the same Class of authorized denominations
evidencing the same aggregate Percentage Interest as requested by
the Holder surrendering the same.

     No service charge will be made for any such registration of
transfer or exchange, but the Trustee may require payment of a
sum sufficient to cover any tax or other governmental charge
payable in connection therewith.

     The Trustee and the Certificate Registrar and any agent of
the Trustee or the Certificate Registrar may treat the Person in
whose name this Certificate is registered as the owner hereof for
all purposes, and neither the Trustee, the Certificate Registrar
nor any such agent shall be affected by any notice to the
contrary.

     The obligations and responsibilities created by the
Agreement, and the Trust Fund created thereby shall terminate
upon payment to the Certificateholders, or provision therefor, in
accordance with the Agreement following the earlier of (a) the
repurchase by the Company of all Mortgage Loans and all property
acquired in respect of any Mortgage Loan remaining in the Trust
Fund at a price equal to the sum of (x) 100% of the unpaid
principal balance of each Mortgage Loan (other than a Mortgage


                               51
<PAGE>

Loan described in clause (y)) plus accrued and unpaid interest
thereon at the rate provided for in the Agreement (less any
amounts representing previously unreimbursed Monthly Advances)
and (y) the appraised value of any property acquired in respect
of a Mortgage Loan determined as provided in the Agreement, and
(b) the later of the final payment or other liquidation (or any
Monthly Advance with respect thereto) of the last Mortgage Loan
remaining in the Trust Fund and the disposition of all property
acquired upon foreclosure or by deed in lieu of foreclosure of
any Mortgage Loan. The right of the Company to repurchase all the
Mortgage Loans and property in respect of Mortgage Loans is
subject to the Pool Scheduled Principal Balance at the time of
repurchase being less than 10 percent of the Pool Scheduled
Principal Balance as of the Cut-off Date. The Company's exercise
of such right will result in early retirement of the
Certificates.

     Unless this Certificate has been countersigned by the
Trustee, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any
purpose.


                               52
<PAGE>




     IN WITNESS WHEREOF, the Trustee has caused this Certificate
to be duly executed under its official seal.

                              STATE STREET BANK AND TRUST
                              COMPANY, not in its individual
                              capacity but solely as Trustee



(SEAL)
                               By: _________________________
                               Name:
                               Title:



Countersigned:


By  _________________________
Authorized Signatory of 
STATE STREET BANK AND TRUST COMPANY, 
not in its individual capacity but 
solely as Trustee


Dated:  ______________________


                                53

<PAGE>




                            ASSIGNMENT

     FOR VALUE RECEIVED the undersigned hereby sell(s), assign(s)
and transfer(s) unto

Please insert social security
   or other identifying number of assignee

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

- -----------------------------------------------------------------
           (Please print or typewrite name and address
              including postal zip code of assignee)



- -----------------------------------------------------------------
this Certificate evidencing a Percentage Interest in certain
distributions with respect to the Trust Fund and hereby
authorizes the transfer of registration of such interest to
assignee on the Certificate Register of said Trust Fund.

     I (we) further direct the Certificate Registrar to issue a
new Certificate of like Class and Percentage Interest, to the
above named assignee and deliver such Certificate to the
following address:

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

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

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

Dated:  __________________


- -------------------------------------
Signature by or on behalf of assignor




- -----------------------
*Signature Guaranteed*

*The signature hereon must be guaranteed by a bank, trust company
or broker of the signatory who is a member of a signature
guarantee medallion program.


                               54
<PAGE>


THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF DISTRIBUTION TO
CERTAIN CLASSES OF THE CERTIFICATES AS SET FORTH HEREIN AND IN
THE AGREEMENT REFERRED TO HEREIN.

PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

TRANSFER OF THIS CERTIFICATE IS RESTRICTED AS PROVIDED IN SECTION
5.02 OF THE AGREEMENT.

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.

THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY
EMPLOYEE BENEFIT PLAN SUBJECT TO THE EMPLOYEE RETIREMENT INCOME
SECURITY ACT OF 1974, AS AMENDED ("ERISA") OR A PLAN SUBJECT TO
SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED
("SECTION 4975") (A "PLAN") OR A PERSON THAT IS USING THE ASSETS
OF A PLAN TO ACQUIRE THIS CERTIFICATE, EXCEPT AS DESCRIBED
HEREIN. THE TRANSFER OF THIS CERTIFICATE IS SUBJECT TO CERTAIN
OTHER RESTRICTIONS AS SET FORTH HEREIN.


                               55
<PAGE>


    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21

         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                               Initial Class M Certificate
                                     Principal Balance:
Class M                                $10,181,000

Certificate Interest                 Initial Certificate Principal 
Balance of this Certificate:         Rate per annum: 6.25%

Cut-off Date:
November 1, 1998

First Distribution Date:             CUSIP: 36157RWE1
December 28, 1998


                               56
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class M Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

     Distributions on this Certificate will be made by the
Trustee by check or money order mailed to the Person entitled
thereto at the address appearing in the Certificate Register or,
upon written request by the Certificateholder, by such other
means of payment as such Person and the Trustee shall agree.
Except as otherwise provided in the Agreement, the final
distribution on this Certificate will be made in the applicable
manner described above, after due notice by the Trustee of the


                               57
<PAGE>

pendency of such distribution and only upon presentation and
surrender of this Certificate at the office or agency maintained
for that purpose by the Trustee in New York, New York.

     This Certificate is one of a duly authorized issue of
Certificates designated as REMIC Multi-Class Pass-Through
Certificates, Series 1998-21, issued in twenty-one Classes (Class
A1, Class A2, Class A3, Class A4, Class A5, Class A6, Class A7,
Class A8, Class A9, Class A10, Class A11, Class A12, Class A13,
Class R, Class PO, Class M, Class B1, Class B2, Class B3, Class
B4 and Class B5, herein called the "Certificates").

     The Certificates are limited in right of payment to certain
payments on and collections in respect of the Mortgage Loans, all
as more specifically set forth in the Agreement. The
Certificateholder, by its acceptance of this Certificate, agrees
that it will look solely to the funds on deposit in the
Certificate Account for payment hereunder and that the Trustee in
its individual capacity is not personally liable to the
Certificateholders for any amount payable under this Certificate
or the Agreement or, except as expressly provided in the
Agreement, subject to any liability under the Agreement.

     As provided in the Agreement and with certain exceptions
therein provided, certain losses on the Mortgage Loans resulting
from defaults by Mortgagors will be borne by the Holders of the
Class M, Class B1, Class B2, Class B3, Class B4 and Class B5
Certificates before such losses will be borne by the Holders of
the other Classes of the Certificates.

     This Certificate does not purport to summarize the Agreement
and reference is made to the Agreement for the interests, rights
and limitations of rights, benefits, obligations and duties
evidenced hereby, and the rights, duties and immunities of the
Trustee.

     The Agreement permits, with certain exceptions therein
provided, the amendment thereof and the modification of the
rights and obligations of the Company and the rights of the
Certificateholders under the Agreement at any time by the Company
and the Trustee with the consent of the Holders of Certificates
evidencing not less than 66% of all the Voting Rights as defined
in the Agreement. Any such consent by the Holder of this
Certificate shall be conclusive and binding on such Holder and
upon all future Holders of this Certificate and of any


                               58
<PAGE>

Certificate issued upon the transfer hereof or in exchange
herefor or in lieu hereof whether or not notation of such consent
is made upon this Certificate. The Agreement also permits the
amendment thereof, in certain limited circumstances, without the
consent of the Holders of any of the Certificates.

     No transfer of any Class M, Class B1, Class B2, Class B3,
Class B4 or Class B5 Certificate which is in the form of a
Definitive Certificate shall be made to any Person unless the
Trustee has received (i) a certificate from such transferee to
the effect that such transferee (x) is not an employee benefit
plan subject to the Employee Retirement Income Security Act of
1974, as amended ("ERISA") or a plan subject to Section 4975 of
the Internal Revenue Code of 1986, as amended ("Section 4975") (a
"Plan") or a Person that is using the assets of a Plan to acquire
such Certificate or (y) is an insurance company investing assets
of its general account and the exemption provided by Section
III(a) of Department of Labor Prohibited Transaction Exemption
95-60, 60 Fed. Reg. 35925 (July 12, 1995) (the "Exemption")
applies to such transferee's acquisition and holding of such
Certificate, or (ii) an opinion of counsel satisfactory to the
Trustee, which opinion shall not be an expense of the Trustee or
the Company, to the effect that the purchase and holding of such
Certificate will not constitute or result in the assets of the
Trust Fund being deemed to be "plan assets" and subject to the
prohibited transaction provisions of ERISA or Section 4975 and
will not subject the Trustee or the Company to any obligation in
addition to those undertaken in the Agreement; provided, however,
that the Trustee will not require such certificate or opinion in
the event that, as a result of a change of law or otherwise,
counsel satisfactory to the Trustee has rendered an opinion to
the effect that the purchase and holding of a Class M, Class B1,
Class B2, Class B3, Class B4 or Class B5 Certificate by a Plan or
a Person that is purchasing or holding such Certificate with the
assets of a Plan will not constitute or result in a prohibited
transaction under ERISA or Section 4975.

     No transfer of any Class R Certificate shall be made to any
Person unless the Trustee has received a certificate from such
transferee to the effect that, among other things, such
transferee (x) is not an employee benefit plan subject to ERISA
or a Plan or a Person that is using the assets of a Plan to
acquire any such Class R Certificate or (y) is an insurance
company investing assets of its general account and the Exemption


                               59

<PAGE>

applies to such transferee's acquisition and holding of any such
Class R Certificate.

     As provided in the Agreement, and subject to certain
limitations therein set forth, the transfer of this Certificate
is registerable in the Certificate Register of the Trustee upon
surrender of this Certificate for registration of transfer at the
office or agency maintained by the Trustee in the city in which
the Corporate Trust Office of the Trustee is located or in the
City of New York, accompanied by a written instrument of transfer
in form satisfactory to the Company, the Trustee, and the
Certificate Registrar duly executed by the Holder hereof or such
Holder's attorney duly authorized in writing, and thereupon one
or more new Certificates of the same Class of authorized
denominations evidencing the same aggregate Percentage Interest
will be issued to the designated transferee or transferees.

     The Certificates are issuable only as registered
Certificates without coupons in denominations specified in the
Agreement. As provided in the Agreement and subject to certain
limitations therein set forth, Certificates are exchangeable for
new Certificates of the same Class of authorized denominations
evidencing the same aggregate Percentage Interest as requested by
the Holder surrendering the same.

     No service charge will be made for any such registration of
transfer or exchange, but the Trustee may require payment of a
sum sufficient to cover any tax or other governmental charge
payable in connection therewith.

     The Trustee and the Certificate Registrar and any agent of
the Trustee or the Certificate Registrar may treat the Person in
whose name this Certificate is registered as the owner hereof for
all purposes, and neither the Trustee, the Certificate Registrar
nor any such agent shall be affected by any notice to the
contrary.

     The obligations and responsibilities created by the
Agreement, and the Trust Fund created thereby shall terminate
upon payment to the Certificateholders, or provision therefor, in
accordance with the Agreement following the earlier of (a) the
repurchase by the Company of all Mortgage Loans and all property
acquired in respect of any Mortgage Loan remaining in the Trust
Fund at a price equal to the sum of (x) 100% of the unpaid
principal balance of each Mortgage Loan (other than a Mortgage


                               60

<PAGE>

Loan described in clause (y)) plus accrued and unpaid interest
thereon at the rate provided for in the Agreement (less any
amounts representing previously unreimbursed Monthly Advances)
and (y) the appraised value of any property acquired in respect
of a Mortgage Loan determined as provided in the Agreement, and
(b) the later of the final payment or other liquidation (or any
Monthly Advance with respect thereto) of the last Mortgage Loan
remaining in the Trust Fund and the disposition of all property
acquired upon foreclosure or by deed in lieu of foreclosure of
any Mortgage Loan. The right of the Company to repurchase all the
Mortgage Loans and property in respect of Mortgage Loans is
subject to the Pool Scheduled Principal Balance at the time of
repurchase being less than 10 percent of the Pool Scheduled
Principal Balance as of the Cut-off Date. The Company's exercise
of such right will result in early retirement of the
Certificates.

     Unless this Certificate has been countersigned by the
Trustee, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any
purpose.


                               61
<PAGE>

     IN WITNESS WHEREOF, the Trustee has caused this Certificate
to be duly executed under its official seal.

                              STATE STREET BANK AND TRUST
                              COMPANY, not in its individual
                              capacity but solely as Trustee



(SEAL)
                               By: _________________________
                               Name:
                               Title:



Countersigned:


By  _________________________
Authorized Signatory of 
STATE STREET BANK AND TRUST COMPANY, 
not in its individual capacity but 
solely as Trustee


Dated:  ______________________


                                62
<PAGE>


                            ASSIGNMENT

     FOR VALUE RECEIVED the undersigned hereby sell(s), assign(s)
and transfer(s) unto

Please insert social security
   or other identifying number of assignee

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

- -----------------------------------------------------------------
           (Please print or typewrite name and address
              including postal zip code of assignee)



- -----------------------------------------------------------------
this Certificate evidencing a Percentage Interest in certain
distributions with respect to the Trust Fund and hereby
authorizes the transfer of registration of such interest to
assignee on the Certificate Register of said Trust Fund.

     I (we) further direct the Certificate Registrar to issue a
new Certificate of like Class and Percentage Interest, to the
above named assignee and deliver such Certificate to the
following address:

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

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

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

Dated:  __________________


- -------------------------------------
Signature by or on behalf of assignor




- -----------------------
*Signature Guaranteed*

*The signature hereon must be guaranteed by a bank, trust company
or broker of the signatory who is a member of a signature
guarantee medallion program.


                               63
<PAGE>


THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF DISTRIBUTION TO
CERTAIN CLASSES OF THE CERTIFICATES AS SET FORTH HEREIN AND IN
THE AGREEMENT REFERRED TO HEREIN.

PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

TRANSFER OF THIS CERTIFICATE IS RESTRICTED AS PROVIDED IN SECTION
5.02 OF THE AGREEMENT.

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.

THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY
EMPLOYEE BENEFIT PLAN SUBJECT TO THE EMPLOYEE RETIREMENT INCOME
SECURITY ACT OF 1974, AS AMENDED ("ERISA") OR A PLAN SUBJECT TO
SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED
("SECTION 4975") (A "PLAN") OR A PERSON THAT IS USING THE ASSETS
OF A PLAN TO ACQUIRE THIS CERTIFICATE, EXCEPT AS DESCRIBED
HEREIN. THE TRANSFER OF THIS CERTIFICATE IS SUBJECT TO CERTAIN
OTHER RESTRICTIONS AS SET FORTH HEREIN.


                               64
<PAGE>


    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21

         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                                  Initial Class B1 Certificate
                                        Principal Balance:
Class B1                                  $4,176,000

Certificate Interest                    Initial Certificate Principal 
Balance of this Certificate:            Rate per annum: 6.25%

Cut-off Date:
November 1, 1998

First Distribution Date:                CUSIP: 36157RWF8
December 28, 1998


                               65
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class B1 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               66
<PAGE>


THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF DISTRIBUTION TO
CERTAIN CLASSES OF THE CERTIFICATES AS SET FORTH HEREIN AND IN
THE AGREEMENT REFERRED TO HEREIN.

PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

TRANSFER OF THIS CERTIFICATE IS RESTRICTED AS PROVIDED IN SECTION
5.02 OF THE AGREEMENT.

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.

THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY
EMPLOYEE BENEFIT PLAN SUBJECT TO THE EMPLOYEE RETIREMENT INCOME
SECURITY ACT OF 1974, AS AMENDED ("ERISA") OR A PLAN SUBJECT TO
SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED
("SECTION 4975") (A "PLAN") OR A PERSON THAT IS USING THE ASSETS
OF A PLAN TO ACQUIRE THIS CERTIFICATE, EXCEPT AS DESCRIBED
HEREIN. THE TRANSFER OF THIS CERTIFICATE IS SUBJECT TO CERTAIN
OTHER RESTRICTIONS AS SET FORTH HEREIN.


                               67

<PAGE>


   REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21

         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                             Initial Class B2 Certificate
                                   Principal Balance:
Class B2                             $2,349,000

Certificate Interest               Initial Certificate Principal 
Balance of this Certificate:       Rate per annum: 6.25%

Cut-off Date:
November 1, 1998

First Distribution Date:           CUSIP: 36157RWG6
December 28, 1998


                               68
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class B2 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               69
<PAGE>


THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF DISTRIBUTION TO
CERTAIN CLASSES OF THE CERTIFICATES AS SET FORTH HEREIN AND IN
THE AGREEMENT REFERRED TO HEREIN.

THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER
THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR
THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES ("BLUE SKY
LAWS"), AND SUCH CERTIFICATE MAY NOT BE OFFERED, RESOLD, PLEDGED
OR OTHERWISE TRANSFERRED EXCEPT (A) TO A PERSON WHOM THE SELLER
REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE
MEANING OF RULE 144A UNDER THE SECURITIES ACT IN A TRANSACTION
MEETING THE REQUIREMENTS OF RULE 144A, (B) PURSUANT TO AN
EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE
SECURITIES ACT (IF AVAILABLE) OR (C) TO AN INSTITUTIONAL
ACCREDITED INVESTOR AS DEFINED IN RULE 501(a)(1), (2), (3) OR (7)
OF REGULATION D UNDER THE SECURITIES ACT, IN EACH CASE IN A
TRANSACTION EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE
SECURITIES ACT AND IN ACCORDANCE WITH ANY APPLICABLE BLUE SKY
LAWS. NO REPRESENTATION IS MADE AS TO THE AVAILABILITY OF THE
EXEMPTION PROVIDED BY RULE 144 FOR RESALES OF THIS CERTIFICATE.

PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

TRANSFER OF THIS CERTIFICATE IS RESTRICTED AS PROVIDED IN SECTION
5.02 OF THE AGREEMENT.

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY
EMPLOYEE BENEFIT PLAN SUBJECT TO THE EMPLOYEE RETIREMENT INCOME
SECURITY ACT OF 1974, AS AMENDED ("ERISA") OR A PLAN SUBJECT TO
SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED
("SECTION 4975") (A "PLAN") OR A PERSON THAT IS USING THE ASSETS
OF A PLAN TO ACQUIRE THIS CERTIFICATE, EXCEPT AS DESCRIBED
HEREIN. THE TRANSFER OF THIS CERTIFICATE IS SUBJECT TO CERTAIN
OTHER RESTRICTIONS AS SET FORTH HEREIN.


                               70

<PAGE>

    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.




No. R-                               Initial Class B3 Certificate
                                     Principal Balance:
Class B3                               $2,088,000.00

Certificate Interest                 Initial Certificate Principal 
Balance of this Certificate:         Rate per annum: 6.25%

Cut-off Date:
November 1, 1998

First Distribution Date:             CUSIP:36157RWS0
December 28, 1998



                            71
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class B3 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

     Distributions on this Certificate will be made by the
Trustee by check or money order mailed to the Person entitled
thereto at the address appearing in the Certificate Register or,
upon written request by the Certificateholder, by such other
means of payment as such Person and the Trustee shall agree.
Except as otherwise provided in the Agreement, the final
distribution on this Certificate will be made in the applicable
manner described above, after due notice by the Trustee of the


                               72
<PAGE>

pendency of such distribution and only upon presentation and
surrender of this Certificate at the office or agency maintained
for that purpose by the Trustee in New York, New York.

     This Certificate is one of a duly authorized issue of
Certificates designated as REMIC Multi-Class Pass-Through
Certificates, Series 1998-21, issued in twenty-one Classes (Class
A1, Class A2, Class A3, Class A4, Class A5, Class A6, Class A7,
Class A8, Class A9, Class A10, Class A11, Class A12, Class A13,
Class R, Class PO, Class M, Class B1, Class B2, Class B3, Class
B4 and Class B5, herein called the "Certificates").

     The Certificates are limited in right of payment to certain
payments on and collections in respect of the Mortgage Loans, all
as more specifically set forth in the Agreement. The
Certificateholder, by its acceptance of this Certificate, agrees
that it will look solely to the funds on deposit in the
Certificate Account for payment hereunder and that the Trustee in
its individual capacity is not personally liable to the
Certificateholders for any amount payable under this Certificate
or the Agreement or, except as expressly provided in the
Agreement, subject to any liability under the Agreement.

     As provided in the Agreement and with certain exceptions
therein provided, certain losses on the Mortgage Loans resulting
from defaults by Mortgagors will be borne by the Holders of the
Class M, Class B1, Class B2, Class B3, Class B4 and Class B5
Certificates before such losses will be borne by the Holders of
the other Classes of the Certificates.

     This Certificate does not purport to summarize the Agreement
and reference is made to the Agreement for the interests, rights
and limitations of rights, benefits, obligations and duties
evidenced hereby, and the rights, duties and immunities of the
Trustee.

     The Agreement permits, with certain exceptions therein
provided, the amendment thereof and the modification of the
rights and obligations of the Company and the rights of the
Certificateholders under the Agreement at any time by the Company
and the Trustee with the consent of the Holders of Certificates
evidencing not less than 66% of all the Voting Rights as defined
in the Agreement. Any such consent by the Holder of this
Certificate shall be conclusive and binding on such Holder and
upon all future Holders of this Certificate and of any


                               73
<PAGE>

Certificate issued upon the transfer hereof or in exchange
herefor or in lieu hereof whether or not notation of such consent
is made upon this Certificate. The Agreement also permits the
amendment thereof, in certain limited circumstances, without the
consent of the Holders of any of the Certificates.

     No transfer of any Class M, Class B1, Class B2, Class B3,
Class B4 or Class B5 Certificate which is in the form of a
Definitive Certificate shall be made to any Person unless the
Trustee has received (i) a certificate from such transferee to
the effect that such transferee (x) is not an employee benefit
plan subject to the Employee Retirement Income Security Act of
1974, as amended ("ERISA") or a plan subject to Section 4975 of
the Internal Revenue Code of 1986, as amended ("Section 4975") (a
"Plan") or a Person that is using the assets of a Plan to acquire
such Certificate or (y) is an insurance company investing assets
of its general account and the exemption provided by Section
III(a) of Department of Labor Prohibited Transaction Exemption
95-60, 60 Fed. Reg. 35925 (July 12, 1995) (the "Exemption")
applies to such transferee's acquisition and holding of such
Certificate, or (ii) an opinion of counsel satisfactory to the
Trustee, which opinion shall not be an expense of the Trustee or
the Company, to the effect that the purchase and holding of such
Certificate will not constitute or result in the assets of the
Trust Fund being deemed to be "plan assets" and subject to the
prohibited transaction provisions of ERISA or Section 4975 and
will not subject the Trustee or the Company to any obligation in
addition to those undertaken in the Agreement; provided, however,
that the Trustee will not require such certificate or opinion in
the event that, as a result of a change of law or otherwise,
counsel satisfactory to the Trustee has rendered an opinion to
the effect that the purchase and holding of a Class M, Class B1,
Class B2, Class B3, Class B4 or Class B5 Certificate by a Plan or
a Person that is purchasing or holding such Certificate with the
assets of a Plan will not constitute or result in a prohibited
transaction under ERISA or Section 4975.

     No transfer of any Class R Certificate shall be made to any
Person unless the Trustee has received a certificate from such
transferee to the effect that, among other things, such
transferee (x) is not an employee benefit plan subject to ERISA
or a Plan or a Person that is using the assets of a Plan to
acquire any such Class R Certificate or (y) is an insurance
company investing assets of its general account and the Exemption


                               74

<PAGE>

applies to such transferee's acquisition and holding of any such
Class R Certificate.

     As provided in the Agreement, and subject to certain
limitations therein set forth, the transfer of this Certificate
is registerable in the Certificate Register of the Trustee upon
surrender of this Certificate for registration of transfer at the
office or agency maintained by the Trustee in the city in which
the Corporate Trust Office of the Trustee is located or in the
City of New York, accompanied by a written instrument of transfer
in form satisfactory to the Company, the Trustee, and the
Certificate Registrar duly executed by the Holder hereof or such
Holder's attorney duly authorized in writing, and thereupon one
or more new Certificates of the same Class of authorized
denominations evidencing the same aggregate Percentage Interest
will be issued to the designated transferee or transferees.

     The Certificates are issuable only as registered
Certificates without coupons in denominations specified in the
Agreement. As provided in the Agreement and subject to certain
limitations therein set forth, Certificates are exchangeable for
new Certificates of the same Class of authorized denominations
evidencing the same aggregate Percentage Interest as requested by
the Holder surrendering the same.

     No service charge will be made for any such registration of
transfer or exchange, but the Trustee may require payment of a
sum sufficient to cover any tax or other governmental charge
payable in connection therewith.

     The Trustee and the Certificate Registrar and any agent of
the Trustee or the Certificate Registrar may treat the Person in
whose name this Certificate is registered as the owner hereof for
all purposes, and neither the Trustee, the Certificate Registrar
nor any such agent shall be affected by any notice to the
contrary.

     The obligations and responsibilities created by the
Agreement, and the Trust Fund created thereby shall terminate
upon payment to the Certificateholders, or provision therefor, in
accordance with the Agreement following the earlier of (a) the
repurchase by the Company of all Mortgage Loans and all property
acquired in respect of any Mortgage Loan remaining in the Trust
Fund at a price equal to the sum of (x) 100% of the unpaid
principal balance of each Mortgage Loan (other than a Mortgage


                               75

<PAGE>

Loan described in clause (y)) plus accrued and unpaid interest
thereon at the rate provided for in the Agreement (less any
amounts representing previously unreimbursed Monthly Advances)
and (y) the appraised value of any property acquired in respect
of a Mortgage Loan determined as provided in the Agreement, and
(b) the later of the final payment or other liquidation (or any
Monthly Advance with respect thereto) of the last Mortgage Loan
remaining in the Trust Fund and the disposition of all property
acquired upon foreclosure or by deed in lieu of foreclosure of
any Mortgage Loan. The right of the Company to repurchase all the
Mortgage Loans and property in respect of Mortgage Loans is
subject to the Pool Scheduled Principal Balance at the time of
repurchase being less than 10 percent of the Pool Scheduled
Principal Balance as of the Cut-off Date. The Company's exercise
of such right will result in early retirement of the
Certificates.

     Unless this Certificate has been countersigned by the
Trustee, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any
purpose.


                               76
<PAGE>


     IN WITNESS WHEREOF, the Trustee has caused this Certificate
to be duly executed under its official seal.

                              STATE STREET BANK AND TRUST
                              COMPANY, not in its individual
                              capacity but solely as Trustee



(SEAL)
                               By: _________________________
                               Name:
                               Title:



Countersigned:


By  _________________________
Authorized Signatory of 
STATE STREET BANK AND TRUST COMPANY, 
not in its individual capacity but 
solely as Trustee


Dated:  ______________________


                                77
<PAGE>


                            ASSIGNMENT

     FOR VALUE RECEIVED the undersigned hereby sell(s), assign(s)
and transfer(s) unto

Please insert social security
   or other identifying number of assignee

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

- -----------------------------------------------------------------
           (Please print or typewrite name and address
              including postal zip code of assignee)



- -----------------------------------------------------------------
this Certificate evidencing a Percentage Interest in certain
distributions with respect to the Trust Fund and hereby
authorizes the transfer of registration of such interest to
assignee on the Certificate Register of said Trust Fund.

     I (we) further direct the Certificate Registrar to issue a
new Certificate of like Class and Percentage Interest, to the
above named assignee and deliver such Certificate to the
following address:

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

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

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

Dated:  __________________


- -------------------------------------
Signature by or on behalf of assignor




- -----------------------
*Signature Guaranteed*

*The signature hereon must be guaranteed by a bank, trust company
or broker of the signatory who is a member of a signature
guarantee medallion program.


                               78
<PAGE>


     In connection with any transfer of this Certificate, the
undersigned registered holder hereof confirms that without
utilizing any general solicitation or general advertising:

(Check One) -

               |_|    (a)        This Certificate is being
                                transferred by the undersigned to
                                a person whom the undersigned
                                reasonably believes is a
                                "qualified institutional buyer"
                                (as defined in Rule 144A under
                                the Securities Act of 1933, as
                                amended) pursuant to the
                                exemption from registration under
                                the Securities Act of 1933, as
                                amended, provided by Rule 144A
                                thereunder.

              |_|     (b)       This Certificate is being
                                transferred by the undersigned to
                                an institutional "accredited
                                investor" (as defined in Rule
                                501(a)(1), (2), (3) or (7) of
                                Regulation D under the Securities
                                Act of 1933, as amended) and that
                                the undersigned has been advised
                                by the prospective purchaser that
                                it intends to hold this
                                Certificate for investment and
                                not for distribution or resale.


Dated ______________________
(Signature)


If none of the foregoing boxes is checked, the Trustee shall not
be obligated to register this Certificate in the name of any
person other than the registered holder thereof unless and until
the conditions to any such transfer of registration set forth
herein, and in the Pooling and Servicing Agreement have been
satisfied.


TO BE COMPLETED BY PURCHASER IF (a) ABOVE IS CHECKED:

     The undersigned represents and warrants that (i) it is a
"qualified institutional buyer" (as defined in Rule 144A under
the Securities Act of 1933, as amended) and acknowledges that it
has received such information as the undersigned has requested


                               79

<PAGE>

pursuant to Rule 144A or has determined not to request such
information and that it is aware that the registered holder is
relying upon the undersigned's foregoing representations in order
to claim the exemption from registration provided by Rule 144A,
and (ii) the undersigned (x) is not an employee benefit plan
subject to the Employee Retirement Income Security Act of 1974,
as amended, or a plan subject to Section 4975 of the Internal
Revenue Code of 1986, as amended, and is not using the assets of
any such employee benefit or other plan to acquire this
Certificate or (y) is an insurance company investing assets of
its general account and the exemptions provided by Section III(a)
of Department of Labor Prohibited Transaction Exemption 95-60, 60
Fed. Reg. 35925 (July 12, 1995), apply to the acquisition and
holding by the undersigned of this Certificate.


Dated________________
(Signature)


TO BE COMPLETED BY PURCHASER IF (b) ABOVE IS CHECKED:

                  The undersigned represents and warrants that
(i) it is an institutional "accredited investor" (as defined in
Rule 501(a)(1), (2), (3) or (7) of Regulation D under the
Securities Act of 1933, as amended), and (ii) the undersigned (x)
is not an employee benefit plan subject to the Employee
Retirement Income Security Act of 1974, as amended, or a plan
subject to Section 4975 of the Internal Revenue Code of 1986, as
amended, and is not using the assets of any such employee benefit
or other plan to acquire this Certificate or (y) is an insurance
company investing assets of its general account and the
exemptions provided by Section III(a) of Department of Labor
Prohibited Transaction Exemption 95-60, 60 Fed. Reg. 35925 (July
12, 1995), apply to the acquisition and holding by the
undersigned of this Certificate.


Dated___________________
(Signature)


                               80
<PAGE>


THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF DISTRIBUTION TO
CERTAIN CLASSES OF THE CERTIFICATES AS SET FORTH HEREIN AND IN
THE AGREEMENT REFERRED TO HEREIN.

THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER
THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR
THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES ("BLUE SKY
LAWS"), AND SUCH CERTIFICATE MAY NOT BE OFFERED, RESOLD, PLEDGED
OR OTHERWISE TRANSFERRED EXCEPT (A) TO A PERSON WHOM THE SELLER
REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE
MEANING OF RULE 144A UNDER THE SECURITIES ACT IN A TRANSACTION
MEETING THE REQUIREMENTS OF RULE 144A, (B) PURSUANT TO AN
EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE
SECURITIES ACT (IF AVAILABLE) OR (C) TO AN INSTITUTIONAL
ACCREDITED INVESTOR AS DEFINED IN RULE 501(a)(1), (2), (3) OR (7)
OF REGULATION D UNDER THE SECURITIES ACT, IN EACH CASE IN A
TRANSACTION EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE
SECURITIES ACT AND IN ACCORDANCE WITH ANY APPLICABLE BLUE SKY
LAWS. NO REPRESENTATION IS MADE AS TO THE AVAILABILITY OF THE
EXEMPTION PROVIDED BY RULE 144 FOR RESALES OF THIS CERTIFICATE.

PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

TRANSFER OF THIS CERTIFICATE IS RESTRICTED AS PROVIDED IN SECTION
5.02 OF THE AGREEMENT.

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY
EMPLOYEE BENEFIT PLAN SUBJECT TO THE EMPLOYEE RETIREMENT INCOME
SECURITY ACT OF 1974, AS AMENDED ("ERISA") OR A PLAN SUBJECT TO
SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED
("SECTION 4975") (A "PLAN") OR A PERSON THAT IS USING THE ASSETS
OF A PLAN TO ACQUIRE THIS CERTIFICATE, EXCEPT AS DESCRIBED
HEREIN. THE TRANSFER OF THIS CERTIFICATE IS SUBJECT TO CERTAIN
OTHER RESTRICTIONS AS SET FORTH HEREIN.


                               81

<PAGE>

    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.




No. R-                                   Initial Class B4 Certificate
                                         Principal Balance:
Class B4                                   $1,044,000.00

Certificate Interest                     Initial Certificate Principal 
Balance of this Certificate:             Rate per annum: 6.25%

Cut-off Date:
November 1, 1998

First Distribution Date:                 CUSIP:36157RWT8
December 28, 1998


                               82
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class B4 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               83
<PAGE>

THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF DISTRIBUTION TO
CERTAIN CLASSES OF THE CERTIFICATES AS SET FORTH HEREIN AND IN
THE AGREEMENT REFERRED TO HEREIN.

THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER
THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR
THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES ("BLUE SKY
LAWS"), AND SUCH CERTIFICATE MAY NOT BE OFFERED, RESOLD, PLEDGED
OR OTHERWISE TRANSFERRED EXCEPT (A) TO A PERSON WHOM THE SELLER
REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE
MEANING OF RULE 144A UNDER THE SECURITIES ACT IN A TRANSACTION
MEETING THE REQUIREMENTS OF RULE 144A, (B) PURSUANT TO AN
EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE
SECURITIES ACT (IF AVAILABLE) OR (C) TO AN INSTITUTIONAL
ACCREDITED INVESTOR AS DEFINED IN RULE 501(a)(1), (2), (3) OR (7)
OF REGULATION D UNDER THE SECURITIES ACT, IN EACH CASE IN A
TRANSACTION EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE
SECURITIES ACT AND IN ACCORDANCE WITH ANY APPLICABLE BLUE SKY
LAWS. NO REPRESENTATION IS MADE AS TO THE AVAILABILITY OF THE
EXEMPTION PROVIDED BY RULE 144 FOR RESALES OF THIS CERTIFICATE.

PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

TRANSFER OF THIS CERTIFICATE IS RESTRICTED AS PROVIDED IN SECTION
5.02 OF THE AGREEMENT.

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).

THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY
EMPLOYEE BENEFIT PLAN SUBJECT TO THE EMPLOYEE RETIREMENT INCOME
SECURITY ACT OF 1974, AS AMENDED ("ERISA") OR A PLAN SUBJECT TO
SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED
("SECTION 4975") (A "PLAN") OR A PERSON THAT IS USING THE ASSETS
OF A PLAN TO ACQUIRE THIS CERTIFICATE, EXCEPT AS DESCRIBED
HEREIN. THE TRANSFER OF THIS CERTIFICATE IS SUBJECT TO CERTAIN
OTHER RESTRICTIONS AS SET FORTH HEREIN.


                               84
<PAGE>



    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21


         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.




No. R-                                Initial Class B5 Certificate
                                      Principal Balance:
Class B5                                $1,568,210.59

Certificate Interest                  Initial Certificate Principal 
Balance of this Certificate:          Rate per annum: 6.25%

Cut-off Date:
November 1, 1998

First Distribution Date:              CUSIP:36157RWU5
December 28, 1998


                               85
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class B5 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on


                               86
<PAGE>


PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).

THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT
OF 1933, AS AMENDED (THE "SECURITIES ACT"). ANY RESALE OR
TRANSFER OF THIS CERTIFICATE WITHOUT REGISTRATION THEREOF UNDER
THE SECURITIES ACT MAY ONLY BE MADE IN A TRANSACTION EXEMPT FROM
THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN
ACCORDANCE WITH SECTION 5.02 OF THE AGREEMENT REFERRED TO HEREIN.

THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).


                               87
<PAGE>



    REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-21

         evidencing a beneficial ownership interest in a
         trust fund which consists primarily of a pool of
          conventional, fixed rate, one- to four-family
               mortgage loans sold and serviced by


                GE CAPITAL MORTGAGE SERVICES, INC.


No. R-                                   Initial Class PO Certificate
                                             Principal Balance:
Class PO                                     $32,152.72

Certificate Interest                     Initial Certificate Principal
  Rate per annum:                            Balance of this Certificate:
non-interest bearing

Cut-off Date:
November 1, 1998

First Distribution Date:
December 28, 1998


                               88
<PAGE>


THIS CERTIFIES THAT



is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class PO Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the terms
used herein have the meanings assigned in the Agreement. This
Certificate is issued under and is subject to the terms,
provisions and conditions of the Agreement, to which Agreement
the Holder of this Certificate by virtue of the acceptance hereof
assents and by which such Holder is bound.

     The Agreement requires the distribution on the 25th day of
each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"),
commencing in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.

     Distributions on this Certificate will be made by the
Trustee by check or money order mailed to the Person entitled
thereto at the address appearing in the Certificate Register or,
upon written request by the Certificateholder, by such other
means of payment as such Person and the Trustee shall agree.
Except as otherwise provided in the Agreement, the final
distribution on this Certificate will be made in the applicable
manner described above, after due notice by the Trustee of the


                               89

<PAGE>

pendency of such distribution and only upon presentation and
surrender of this Certificate at the office or agency maintained
for that purpose by the Trustee in New York, New York.

     This Certificate is one of a duly authorized issue of
Certificates designated as REMIC Multi-Class Pass-Through
Certificates, Series 1998-21, issued in twenty-one Classes (Class
A1, Class A2, Class A3, Class A4, Class A5, Class A6, Class A7,
Class A8, Class A9, Class A10, Class A11, Class A12, Class A13,
Class R, Class PO, Class M, Class B1, Class B2, Class B3, Class
B4 and Class B5, herein called the "Certificates").

     The Certificates are limited in right of payment to certain
payments on and collections in respect of the Mortgage Loans, all
as more specifically set forth in the Agreement. The
Certificateholder, by its acceptance of this Certificate, agrees
that it will look solely to the funds on deposit in the
Certificate Account for payment hereunder and that the Trustee in
its individual capacity is not personally liable to the
Certificateholders for any amount payable under this Certificate
or the Agreement or, except as expressly provided in the
Agreement, subject to any liability under the Agreement.

     As provided in the Agreement and with certain exceptions
therein provided, certain losses on the Mortgage Loans resulting
from defaults by Mortgagors will be borne by the Holders of the
Class M, Class B1, Class B2, Class B3, Class B4 and Class B5
Certificates before such losses will be borne by the Holders of
the other Classes of the Certificates.

     This Certificate does not purport to summarize the Agreement
and reference is made to the Agreement for the interests, rights
and limitations of rights, benefits, obligations and duties
evidenced hereby, and the rights, duties and immunities of the
Trustee.

     The Agreement permits, with certain exceptions therein
provided, the amendment thereof and the modification of the
rights and obligations of the Company and the rights of the
Certificateholders under the Agreement at any time by the Company
and the Trustee with the consent of the Holders of Certificates
evidencing not less than 66% of all the Voting Rights as defined
in the Agreement. Any such consent by the Holder of this
Certificate shall be conclusive and binding on such Holder and
upon all future Holders of this Certificate and of any


                               90

<PAGE>

Certificate issued upon the transfer hereof or in exchange
herefor or in lieu hereof whether or not notation of such consent
is made upon this Certificate. The Agreement also permits the
amendment thereof, in certain limited circumstances, without the
consent of the Holders of any of the Certificates.

     No transfer of any Class M, Class B1, Class B2, Class B3,
Class B4 or Class B5 Certificate which is in the form of a
Definitive Certificate shall be made to any Person unless the
Trustee has received (i) a certificate from such transferee to
the effect that such transferee (x) is not an employee benefit
plan subject to the Employee Retirement Income Security Act of
1974, as amended ("ERISA") or a plan subject to Section 4975 of
the Internal Revenue Code of 1986, as amended ("Section 4975") (a
"Plan") or a Person that is using the assets of a Plan to acquire
such Certificate or (y) is an insurance company investing assets
of its general account and the exemption provided by Section
III(a) of Department of Labor Prohibited Transaction Class
Exemption 95-60, 60 Fed. Reg. 35925 (July 12, 1995) (the
"Exemption") applies to such transferee's acquisition and holding
of such Certificate, or (ii) an opinion of counsel satisfactory
to the Trustee, which opinion shall not be an expense of the
Trustee or the Company, to the effect that the purchase and
holding of such Certificate will not constitute or result in the
assets of the Trust Fund being deemed to be "plan assets" and
subject to the prohibited transaction provisions of ERISA or
Section 4975 and will not subject the Trustee or the Company to
any obligation in addition to those undertaken in the Agreement;
provided, however, that the Trustee will not require such
certificate or opinion in the event that, as a result of a change
of law or otherwise, counsel satisfactory to the Trustee has
rendered an opinion to the effect that the purchase and holding
of a Class M, Class B1, Class B2, Class B3, Class B4 or Class B5
Certificate by a Plan or a Person that is purchasing or holding
such Certificate with the assets of a Plan will not constitute or
result in a prohibited transaction under ERISA or Section 4975.

     No transfer of any Class R Certificate shall be made to any
Person unless the Trustee has received a certificate from such
transferee to the effect that, among other things, such
transferee (x) is not an employee benefit plan subject to ERISA
or a Plan or a Person that is using the assets of a Plan to
acquire any such Class R Certificate or (y) is an insurance
company investing assets of its general account and the Exemption


                               91

<PAGE>

applies to such transferee's acquisition and holding of any such
Class R Certificate.

     As provided in the Agreement, and subject to certain
limitations therein set forth, the transfer of this Certificate
is registerable in the Certificate Register of the Trustee upon
surrender of this Certificate for registration of transfer at the
office or agency maintained by the Trustee in the city in which
the Corporate Trust Office of the Trustee is located or in the
City of New York, accompanied by a written instrument of transfer
in form satisfactory to the Company, the Trustee, and the
Certificate Registrar duly executed by the Holder hereof or such
Holder's attorney duly authorized in writing, and thereupon one
or more new Certificates of the same Class of authorized
denominations evidencing the same aggregate Percentage Interest
will be issued to the designated transferee or transferees.

     The Certificates are issuable only as registered
Certificates without coupons in denominations specified in the
Agreement. As provided in the Agreement and subject to certain
limitations therein set forth, Certificates are exchangeable for
new Certificates of the same Class of authorized denominations
evidencing the same aggregate Percentage Interest as requested by
the Holder surrendering the same.

     No service charge will be made for any such registration of
transfer or exchange, but the Trustee may require payment of a
sum sufficient to cover any tax or other governmental charge
payable in connection therewith.

     The Trustee and the Certificate Registrar and any agent of
the Trustee or the Certificate Registrar may treat the Person in
whose name this Certificate is registered as the owner hereof for
all purposes, and neither the Trustee, the Certificate Registrar
nor any such agent shall be affected by any notice to the
contrary.

     The obligations and responsibilities created by the
Agreement, and the Trust Fund created thereby shall terminate
upon payment to the Certificateholders, or provision therefor, in
accordance with the Agreement following the earlier of (a) the
repurchase by the Company of all Mortgage Loans and all property
acquired in respect of any Mortgage Loan remaining in the Trust
Fund at a price equal to the sum of (x) 100% of the unpaid
principal balance of each Mortgage Loan (other than a Mortgage


                               92

<PAGE>

Loan described in clause (y)) plus accrued and unpaid interest
thereon at the rate provided for in the Agreement (less any
amounts representing previously unreimbursed Monthly Advances)
and (y) the appraised value of any property acquired in respect
of a Mortgage Loan determined as provided in the Agreement, and
(b) the later of the final payment or other liquidation (or any
Monthly Advance with respect thereto) of the last Mortgage Loan
remaining in the Trust Fund and the disposition of all property
acquired upon foreclosure or by deed in lieu of foreclosure of
any Mortgage Loan. The right of the Company to repurchase all the
Mortgage Loans and property in respect of Mortgage Loans is
subject to the Pool Scheduled Principal Balance at the time of
repurchase being less than 10 percent of the Pool Scheduled
Principal Balance as of the Cut-off Date. The Company's exercise
of such right will result in early retirement of the
Certificates.

     Unless this Certificate has been countersigned by the
Trustee, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any
purpose.


                               93
<PAGE>


     IN WITNESS WHEREOF, the Trustee has caused this Certificate
to be duly executed under its official seal.

                              STATE STREET BANK AND TRUST
                              COMPANY, not in its individual
                              capacity but solely as Trustee



(SEAL)
                               By: _________________________
                               Name:
                               Title:



Countersigned:


By  _________________________
Authorized Signatory of 
STATE STREET BANK AND TRUST COMPANY, 
not in its individual capacity but 
solely as Trustee


Dated:  ______________________


                                94
<PAGE>


                            ASSIGNMENT

     FOR VALUE RECEIVED the undersigned hereby sell(s), assign(s)
and transfer(s) unto

Please insert social security
   or other identifying number of assignee

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

- -----------------------------------------------------------------
           (Please print or typewrite name and address
              including postal zip code of assignee)



- -----------------------------------------------------------------
this Certificate evidencing a Percentage Interest in certain
distributions with respect to the Trust Fund and hereby
authorizes the transfer of registration of such interest to
assignee on the Certificate Register of said Trust Fund.

     I (we) further direct the Certificate Registrar to issue a
new Certificate of like Class and Percentage Interest, to the
above named assignee and deliver such Certificate to the
following address:

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

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

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

Dated:  __________________


- -------------------------------------
Signature by or on behalf of assignor




- -----------------------
*Signature Guaranteed*

*The signature hereon must be guaranteed by a bank, trust company
or broker of the signatory who is a member of a signature
guarantee medallion program.


                               95


<PAGE>


                             EXHIBIT B

                    PRINCIPAL BALANCE SCHEDULES


<PAGE>


                             EXHIBIT C

                          MORTGAGE LOANS


     [Each Mortgage Loan shall be identified by loan number,
address of the Mortgaged Property and name of the Mortgagor. The
following details shall be set forth as to each Mortgage Loan:
(i) the principal balance at the time of its origination, (ii)
the Scheduled Principal Balance as of the Cut-off Date, (iii) the
interest rate borne by the Mortgage Note, (iv) the scheduled
monthly level payment of principal and interest, (v) the
Loan-To-Value ratio, (vi) the maturity date of the Mortgage Note
and (vii) the Base Servicing Fee Rate for such Mortgage Loan.
Cooperative Loans and Enhanced Streamlined Refinance program
loans shall be designated as such.]


1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:            1
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007695497     MORTGAGORS: HIXON                ALLEN
                               HIXON                LANA
    REGION CODE    ADDRESS   : RR #21 BOX 22
        01         CITY      :    BLOOMINGTON
                   STATE/ZIP : IL  61704
    MORTGAGE AMOUNT :   267,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    266,688.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,712.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 79.98100
    ----------------------------------------------------------------
0   0007696826     MORTGAGORS: FERGUSON             MICHAEL
                               FERGUSON             IRENE
    REGION CODE    ADDRESS   : 628 RIVIERA DRIVE
        02         CITY      :    TAMPA
                   STATE/ZIP : FL  33606
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    278,827.48  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,933.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 73.68421
    ----------------------------------------------------------------
0   0007697139     MORTGAGORS: ROSEN                EDWARD
                               ROSEN                KIMBERLEE
    REGION CODE    ADDRESS   : 1530 PATHFINDER AVENUE
        02         CITY      :    THOUSAND OAKS
                   STATE/ZIP : CA  91362
    MORTGAGE AMOUNT :   550,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    548,798.16  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,892.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 59.78200
    ----------------------------------------------------------------
0   0007697360     MORTGAGORS: CHU                  ELAINE

    REGION CODE    ADDRESS   : 956 PANTERA DRIVE
        02         CITY      :    DIAMOND BAR
                   STATE/ZIP : CA  91765
    MORTGAGE AMOUNT :   233,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    232,414.62  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,770.97  OUTSIDE CONV DATE :
    LIFETIME RATE   :      8.37500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      8.37500  PRODUCT CODE      :   002
    LTV :                 79.79400
    ----------------------------------------------------------------
0   0007697402     MORTGAGORS: FRAZIER              LAWRENCE

    REGION CODE    ADDRESS   : 3435 LADY HILL ROAD
        02         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92130
    MORTGAGE AMOUNT :   368,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    365,323.24  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,668.26  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   05/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,698,400.00
                               P & I AMT:     11,978.19
                               UPB AMT:   1,692,051.80

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:            2
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007698913     MORTGAGORS: EICH                 ROBERT
                               EICH                 STEFANIE
    REGION CODE    ADDRESS   : 132 HICKORY STREET
        02         CITY      :    SANTA ROSA BEACH
                   STATE/ZIP : FL  32459
    MORTGAGE AMOUNT :   282,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    280,886.68  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,923.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   06/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 74.40600
    ----------------------------------------------------------------
0   0007698947     MORTGAGORS: SHEEHY               VINCENT
                               SHEEHY               MARY
    REGION CODE    ADDRESS   : 1139 FRANKLYN STREET
        02         CITY      :    COROLLA
                   STATE/ZIP : NC  27927
    MORTGAGE AMOUNT :   388,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    386,468.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,646.85  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   06/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007698962     MORTGAGORS: MANCHESTER           ROBERT
                               MANCHESTER           MARIA
    REGION CODE    ADDRESS   : 450 NORTH COVE ROAD,
        02         CITY      :    COROLLA,
                   STATE/ZIP : NC  27927
    MORTGAGE AMOUNT :   248,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,430.38  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,712.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 65.26300
    ----------------------------------------------------------------
0   0007698996     MORTGAGORS: SCHEER               GREGORY
                               CHRISTENSEN          KATHLEEN
    REGION CODE    ADDRESS   : 1609 SOUND WATCH DRIVE,
        02         CITY      :    WILMINGTON,
                   STATE/ZIP : NC  28409
    MORTGAGE AMOUNT :   308,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    307,256.70  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,075.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007699002     MORTGAGORS: GRAHAM               PETER
                               GRAHAM               MARY ELLEN
    REGION CODE    ADDRESS   : 201 JOHNS ISLAND,
        02         CITY      :    VERO BEACH,
                   STATE/ZIP : FL  32963
    MORTGAGE AMOUNT :   380,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    379,148.64  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,657.02  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 47.50000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,606,000.00
                               P & I AMT:     11,015.54
                               UPB AMT:   1,601,190.60

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:            3
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007699010     MORTGAGORS: REID                 JOSEPH
                               REID                 JERRY
    REGION CODE    ADDRESS   : 6531 N. 31ST WAY,
        02         CITY      :    PHOENIX,
                   STATE/ZIP : AZ  85016
    MORTGAGE AMOUNT :   496,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    493,700.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,425.75  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   05/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007699259     MORTGAGORS: CRIPPS               DAVID
                               CRIPPS               JOY
    REGION CODE    ADDRESS   : 504 GRINNELL STREET
        02         CITY      :    KEYWEST
                   STATE/ZIP : FL  33040
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    398,771.25  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,762.70  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 78.66200
    ----------------------------------------------------------------
0   0007699333     MORTGAGORS: RADER                FRED
                               RADER                LEE ANN
    REGION CODE    ADDRESS   : 122 WILLIS PLACE UNIT 32
        02         CITY      :    BEAVER CREEK
                   STATE/ZIP : CO  81620
    MORTGAGE AMOUNT :   312,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    311,301.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,181.55  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 76.09700
    ----------------------------------------------------------------
0   0007699556     MORTGAGORS: SPANN                CONSTANCE
                               SPANN                JAMES
    REGION CODE    ADDRESS   : 314 CHANDLERS WHARF,
        02         CITY      :    PORTLAND,
                   STATE/ZIP : ME  04101
    MORTGAGE AMOUNT :   244,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,209.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,649.27  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007699812     MORTGAGORS: KLEPITSCH            KURT
                               KLEPITSCH            GAIL
    REGION CODE    ADDRESS   : ON760 HIGHLAKE AVENUE
        02         CITY      :    WEST CHICAGO
                   STATE/ZIP : IL  60185
    MORTGAGE AMOUNT :   255,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,328.07  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,783.00  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 68.91800
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,707,800.00
                               P & I AMT:     11,802.27
                               UPB AMT:   1,702,309.95

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:            4
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007699846     MORTGAGORS: SCHEINOST            CRAIG
                               SCHEINOST            CAREY
    REGION CODE    ADDRESS   : 1231 KEIM COURT
        02         CITY      :    GENEVA
                   STATE/ZIP : IL  60134
    MORTGAGE AMOUNT :   295,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    294,521.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,038.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007699853     MORTGAGORS: FITZPATRICK          JOSEPH
                               FITZPATRICK          SANDRA
    REGION CODE    ADDRESS   : 8 ORCHARD WAY SOUTH
        02         CITY      :    POTOMAC
                   STATE/ZIP : MD  20854
    MORTGAGE AMOUNT :   279,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,523.11  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,950.81  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   04/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007699861     MORTGAGORS: KEENEY               SCOTT
                               KEENEY               ANGELA
    REGION CODE    ADDRESS   : 1510 WEST POLK STREET
        02         CITY      :    CHICAGO
                   STATE/ZIP : IL  60607
    MORTGAGE AMOUNT :   425,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    422,694.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,935.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   04/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.43900
    ----------------------------------------------------------------
0   0007699945     MORTGAGORS: FORMICA              MICHAEL
                               DONOWITZ             GAYLE
    REGION CODE    ADDRESS   : 6 STEEP HILL ROAD
        02         CITY      :    WESTON
                   STATE/ZIP : CT  06883
    MORTGAGE AMOUNT :   275,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    273,394.16  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,829.59  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   04/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 73.33300
    ----------------------------------------------------------------
0   0007699952     MORTGAGORS: CHITTERLING          CHRISTOPHER
                               CHITTERLING          PATRICIA
    REGION CODE    ADDRESS   : 763 OAKWILDE WAY
        02         CITY      :    MILLERSVILLE
                   STATE/ZIP : MD  21108
    MORTGAGE AMOUNT :   263,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    262,506.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,753.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   06/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,537,800.00
                               P & I AMT:     10,508.39
                               UPB AMT:   1,530,640.29

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:            5
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007700073     MORTGAGORS: KAPUR                RAVI
                               KAPUR                SUNANDA
    REGION CODE    ADDRESS   : 4873 FLOWER HILL
        02         CITY      :    TROY
                   STATE/ZIP : MI  48098
    MORTGAGE AMOUNT :   431,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    430,010.07  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,976.81  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.96200
    ----------------------------------------------------------------
0   0007700081     MORTGAGORS: KLAGES               ROBERT
                               KLAGES               LANYA
    REGION CODE    ADDRESS   : 527 OVERLOOK TERRACE
        02         CITY      :    EUREKA
                   STATE/ZIP : MO  63025
    MORTGAGE AMOUNT :   390,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    389,374.38  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,627.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 78.78700
    ----------------------------------------------------------------
0   0007700206     MORTGAGORS: CHILDERS             CHARLES
                               CHILDERS             RITA
    REGION CODE    ADDRESS   : 1294 SQUIRE LANE
        02         CITY      :    OSAGE BEACH
                   STATE/ZIP : MO  65065
    MORTGAGE AMOUNT :   459,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    457,971.68  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,209.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 65.57100
    ----------------------------------------------------------------
0   0007700222     MORTGAGORS: FISHER               S.
                               FISHER               JOYCE
    REGION CODE    ADDRESS   : 10332 CONGRESSIONAL COURT
        02         CITY      :    ELLICOTT CITY
                   STATE/ZIP : MD  21042
    MORTGAGE AMOUNT :   248,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,560.44  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,673.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007700230     MORTGAGORS: GRACYALNY            SCOTT
                               GRACYALNY            VALERIE
    REGION CODE    ADDRESS   : 5704 FARMBROOK LANE
        02         CITY      :    CRYSTAL LAKE
                   STATE/ZIP : IL  60014
    MORTGAGE AMOUNT :   354,850.00  OPTION TO CONVERT :
    UNPAID BALANCE :    353,887.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,450.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.99100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,883,250.00
                               P & I AMT:     12,938.10
                               UPB AMT:   1,878,804.38

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:            6
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007700255     MORTGAGORS: KOZAK                DONALD
                               KOZAK                MARILYNN
    REGION CODE    ADDRESS   : 16 LOIS LANE
        02         CITY      :    LEXINGTON
                   STATE/ZIP : MA  02173
    MORTGAGE AMOUNT :   253,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    252,342.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,640.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 72.91000
    ----------------------------------------------------------------
0   0007700263     MORTGAGORS: MALIS                ANDREW
                               MALIS                ELIZABETH
    REGION CODE    ADDRESS   : 19 LATIMORE WAY
        02         CITY      :    OWINGS MILLS
                   STATE/ZIP : MD  21117
    MORTGAGE AMOUNT :   258,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    257,421.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,803.98  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.87600
    ----------------------------------------------------------------
0   0007700289     MORTGAGORS: MURRAY               DONALD
                               MURRAY               SANDRA
    REGION CODE    ADDRESS   : 2805 BELLE HOLLOW COURT
        02         CITY      :    GLENWOOD
                   STATE/ZIP : MD  21738
    MORTGAGE AMOUNT :   392,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    391,077.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,674.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007700347     MORTGAGORS: RUCK                 THOMAS
                               RUCK                 DOLORES
    REGION CODE    ADDRESS   : 29 N. SAGEBRUSH
        02         CITY      :    WICHITA
                   STATE/ZIP : KS  67230
    MORTGAGE AMOUNT :   368,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    367,089.79  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,448.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007700362     MORTGAGORS: SEFTON               EDMUND
                               SEFTON               DORCAS
    REGION CODE    ADDRESS   : 17 LOWELL DRIVE
        02         CITY      :    STOW
                   STATE/ZIP : MA  01775
    MORTGAGE AMOUNT :   320,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,981.49  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,242.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 78.79606
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,591,700.00
                               P & I AMT:     10,809.77
                               UPB AMT:   1,587,913.12

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:            7
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007700370     MORTGAGORS: SHIRLING             CHRISTOPHER
                               SHIRLING             MARY
    REGION CODE    ADDRESS   : 2701 W. 68TH STREET
        02         CITY      :    MISSION HILLS
                   STATE/ZIP : KS  66208
    MORTGAGE AMOUNT :   308,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    307,309.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,153.58  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007700404     MORTGAGORS: BREUER               DANIEL
                               BREUER               KATHI
    REGION CODE    ADDRESS   : 115 COBLEIGH ROAD
        02         CITY      :    BOXBOROUGH
                   STATE/ZIP : MA  01719
    MORTGAGE AMOUNT :   270,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    270,386.62  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,870.35  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007700453     MORTGAGORS: FRIEDLAND            SEYMOUR
                               STOLTZ               CAROL
    REGION CODE    ADDRESS   : 44 TREATY ELM LANE
        02         CITY      :    STOW
                   STATE/ZIP : MA  01775
    MORTGAGE AMOUNT :   293,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    292,189.13  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,998.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 74.17700
    ----------------------------------------------------------------
0   0007700602     MORTGAGORS:   KATZ               JOSEPH
                               KATZ                 DEBORAH
    REGION CODE    ADDRESS   : 6750 NW 101ST TERRACE
        02         CITY      :    PARKLAND
                   STATE/ZIP : FL  33076
    MORTGAGE AMOUNT :   414,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    414,132.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,900.00  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.99900
    ----------------------------------------------------------------
0   0007700610     MORTGAGORS: SCEGIEL              DONALD
                               SCEGIEL              CECELIA
    REGION CODE    ADDRESS   : 6511 EAST MORNING VISTA LANE
        02         CITY      :    CAVE CREEK
                   STATE/ZIP : AZ  85331
    MORTGAGE AMOUNT :   286,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    285,298.82  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,952.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,572,750.00
                               P & I AMT:     10,875.10
                               UPB AMT:   1,569,316.98

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:            8
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007700628     MORTGAGORS:   DOUGLASS           MARY
                               MCDONNELL            BERNARD
    REGION CODE    ADDRESS   : 717 POINT OF THE PINES DRIVE
        02         CITY      :    COLORADO SPRINGS
                   STATE/ZIP : CO  80919
    MORTGAGE AMOUNT :   272,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    270,892.24  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,832.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007700677     MORTGAGORS: POWERS               G.

    REGION CODE    ADDRESS   : 1321 33RD STREET NW
        02         CITY      :    WASHINGTON
                   STATE/ZIP : DC  20007
    MORTGAGE AMOUNT :   268,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,320.67  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,760.57  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007700743     MORTGAGORS: BATES                GERALD
                               BATES                MARGARET
    REGION CODE    ADDRESS   : 12141 KOUSA COURT
        02         CITY      :    MANASSAS
                   STATE/ZIP : VA  20112
    MORTGAGE AMOUNT :   297,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    296,446.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,952.40  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.99400
    ----------------------------------------------------------------
0   0007700800     MORTGAGORS: CAWOOD               ROBERT
                               CAWOOD               KRISTIN
    REGION CODE    ADDRESS   : 1320 WASHINGTON DRIVE
        02         CITY      :    ANNAPOLIS
                   STATE/ZIP : MD  21403
    MORTGAGE AMOUNT :   308,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    307,541.39  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,153.59  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007700842     MORTGAGORS:   PERICH             WESLEY
                               PERICH               CECILE
    REGION CODE    ADDRESS   : 13011 SHANEYBROOK CIRCLE
        02         CITY      :    REISTERSTOWN
                   STATE/ZIP : MD  21136
    MORTGAGE AMOUNT :   368,875.00  OPTION TO CONVERT :
    UNPAID BALANCE :    368,048.58  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,579.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,514,075.00
                               P & I AMT:     10,278.30
                               UPB AMT:   1,510,249.51

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:            9
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007700859     MORTGAGORS:   WILL               HARRY
                               WILL                 JANET
    REGION CODE    ADDRESS   : 7302 WAVERLY ISLAND ROAD
        02         CITY      :    EASTON
                   STATE/ZIP : MD  21601
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    399,103.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,796.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 72.72700
    ----------------------------------------------------------------
0   0007700891     MORTGAGORS:   MANGOLD            MARTIN
                               MANGOLD              JANE
    REGION CODE    ADDRESS   : 6117 ROSELAND DRIVE
        02         CITY      :    ROCKVILLE
                   STATE/ZIP : MD  20852
    MORTGAGE AMOUNT :   368,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    367,133.56  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,510.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007700909     MORTGAGORS: ADAMS                WILLIAM
                               ADAMS                PRISCILLA
    REGION CODE    ADDRESS   : 1804 CIRCLE ROAD
        02         CITY      :    BALTIMORE
                   STATE/ZIP : MD  21204
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,618.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,726.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 63.29100
    ----------------------------------------------------------------
0   0007700966     MORTGAGORS: WONG                 JEFFREY
                               LEE                  CYNTHIA
    REGION CODE    ADDRESS   : 307 WEST TIMONIUM ROAD
        02         CITY      :    TIMONIUM
                   STATE/ZIP : MD  21093
    MORTGAGE AMOUNT :   264,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    262,043.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,823.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007701006     MORTGAGORS: HILL-BYRNE           PETER
                               HILL-BYRNE           CHRISTINE
    REGION CODE    ADDRESS   : 20612 CLARKSBURG ROAD
        02         CITY      :    BOYDS
                   STATE/ZIP : MD  20841
    MORTGAGE AMOUNT :   232,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    231,335.13  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,582.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,514,000.00
                               P & I AMT:     10,440.00
                               UPB AMT:   1,509,233.99

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           10
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007701022     MORTGAGORS: DALY                 JOHN
                               DALY                 DEBRA
    REGION CODE    ADDRESS   : 15936 LITTLE EAGLE CREEK ROAD
        02         CITY      :    WESTFIELD
                   STATE/ZIP : IN  46074
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    399,034.65  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,694.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007701055     MORTGAGORS:   MADRUGA-FORTI      OLGA

    REGION CODE    ADDRESS   : 9220 BENTRIDGE AVENUE
        02         CITY      :    POTOMAC
                   STATE/ZIP : MD  20854
    MORTGAGE AMOUNT :   308,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    307,238.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,049.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007701063     MORTGAGORS: MANDEL               GIL
                               MANDEL               MICHELE
    REGION CODE    ADDRESS   : 1217 BERANS ROAD
        02         CITY      :    OWINGS MILL
                   STATE/ZIP : MD  21117
    MORTGAGE AMOUNT :   398,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    397,844.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,651.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 75.90476
    ----------------------------------------------------------------
0   0007701071     MORTGAGORS: SYMMES               ROBERT
                               SYMMES               CHARLOTTE
    REGION CODE    ADDRESS   : 6148 S FOX CHASE
        02         CITY      :    PENDLETON
                   STATE/ZIP : IN  46064
    MORTGAGE AMOUNT :   308,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    308,316.74  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,106.57  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007701089     MORTGAGORS:   HUDGINS            JOSEPH
                               HUDGINS              A.
    REGION CODE    ADDRESS   : 6347 WINPENNY DRIVE
        02         CITY      :    FREDERICK
                   STATE/ZIP : MD  21702
    MORTGAGE AMOUNT :   428,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    427,296.29  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,847.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,843,300.00
                               P & I AMT:     12,349.33
                               UPB AMT:   1,839,730.61

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           11
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007701097     MORTGAGORS: GRAHAM               CLARK
                               GRAHAM               MARILYN
    REGION CODE    ADDRESS   : 3800 THOMAS POINT ROAD
        02         CITY      :    ANNAPOLIS
                   STATE/ZIP : MD  21403
    MORTGAGE AMOUNT :   381,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    380,403.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,599.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 71.21495
    ----------------------------------------------------------------
0   0007701113     MORTGAGORS: BROTHERS             GARY
                               BROTHERS             TAMLA
    REGION CODE    ADDRESS   : 1737 LOIS COURT
        02         CITY      :    LAFAYETTE
                   STATE/ZIP : CO  80026
    MORTGAGE AMOUNT :   310,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    309,270.12  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,114.75  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007701139     MORTGAGORS:   COWLES             RUSSELL
                               COWLES               ANITA
    REGION CODE    ADDRESS   : 8127 LAS PALMAS WAY
        02         CITY      :    NAPLES
                   STATE/ZIP : FL  34109
    MORTGAGE AMOUNT :   297,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    296,532.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,002.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.26600
    ----------------------------------------------------------------
0   0007701154     MORTGAGORS:   SCOTT              JOHN

    REGION CODE    ADDRESS   : 6308 WOODLAKE DRIVE
        02         CITY      :    BUFORD
                   STATE/ZIP : GA  30518
    MORTGAGE AMOUNT :   350,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    349,175.93  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,387.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 31.81818
    ----------------------------------------------------------------
0   0007701162     MORTGAGORS: HANNA                SAMIR
                               HANNA                RHONA
    REGION CODE    ADDRESS   : 627 BELMONT CREST DRIVE
        02         CITY      :    MARIETTA
                   STATE/ZIP : GA  30067
    MORTGAGE AMOUNT :   333,850.00  OPTION TO CONVERT :
    UNPAID BALANCE :    333,044.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,249.21  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 62.69483
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,672,100.00
                               P & I AMT:     11,353.31
                               UPB AMT:   1,668,426.74

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           12
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007701170     MORTGAGORS: DINOS                JOHN
                               DINOS                NANCY
    REGION CODE    ADDRESS   : 3829 BRANDY STATION COURT
        02         CITY      :    ATLANTA
                   STATE/ZIP : GA  30339
    MORTGAGE AMOUNT :   650,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    648,389.31  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,379.18  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 73.86300
    ----------------------------------------------------------------
0   0007701196     MORTGAGORS: AXELBERD             MARK
                               AXELBERD             JUDITH
    REGION CODE    ADDRESS   : 13211 MUSTANG TRAIL
        02         CITY      :    FORT LAUDERDALE
                   STATE/ZIP : FL  33330
    MORTGAGE AMOUNT :   327,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    326,230.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,230.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.75600
    ----------------------------------------------------------------
0   0007701204     MORTGAGORS: COLIE                TIMOTHY
                               COLIE                LINDA
    REGION CODE    ADDRESS   : 2231 NE 44 STREET
        02         CITY      :    LIGHTHOUSE POINT
                   STATE/ZIP : FL  33064
    MORTGAGE AMOUNT :   416,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    415,364.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,873.21  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007701238     MORTGAGORS:   SMITH              BRIAN
                               SMITH                BEVERLY
    REGION CODE    ADDRESS   : 3855 OAKRIDGE CIRCLE
        02         CITY      :    WESTON
                   STATE/ZIP : FL  33331
    MORTGAGE AMOUNT :   252,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,775.02  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,656.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 77.53400
    ----------------------------------------------------------------
0   0007701246     MORTGAGORS: MCKENZIE             G.
                               MCKENZIE             SHARON
    REGION CODE    ADDRESS   : 5025 WILD GINGER COVE
        02         CITY      :    NORCROSS
                   STATE/ZIP : GA  30092
    MORTGAGE AMOUNT :   274,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    273,422.02  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,823.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.99019
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,919,300.00
                               P & I AMT:     12,963.49
                               UPB AMT:   1,915,181.40

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           13
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007701261     MORTGAGORS: REA                  GEORGE
                               REA                  CONNIE
    REGION CODE    ADDRESS   : 3942 SUMMER BREEZE COURT
        02         CITY      :    MARIETTA
                   STATE/ZIP : GA  30066
    MORTGAGE AMOUNT :   234,050.00  OPTION TO CONVERT :
    UNPAID BALANCE :    233,674.55  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,576.84  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 89.99200
    ----------------------------------------------------------------
0   0007701279     MORTGAGORS: JOHNSON              DEBORAH
                               JOHNSON              SAMUEL
    REGION CODE    ADDRESS   : 324 W. PARKWOOD ROAD
        02         CITY      :    DECATUR
                   STATE/ZIP : GA  30030
    MORTGAGE AMOUNT :   250,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,898.49  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,686.32  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.99360
    ----------------------------------------------------------------
0   0007701287     MORTGAGORS:   EVANS              MICHAEL
                               EVANS                LISA
    REGION CODE    ADDRESS   : 735 PINE LEAF COURT
        02         CITY      :    ALPHARETTA
                   STATE/ZIP : GA  30022
    MORTGAGE AMOUNT :   417,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    417,113.06  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,779.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.99500
    ----------------------------------------------------------------
0   0007701295     MORTGAGORS: MOSTOUFI             FARSHID
                               MORAKABATI           SHOLEH
    REGION CODE    ADDRESS   : 4630 PARK BROOKE TRACE
        02         CITY      :    ALPHARETTA
                   STATE/ZIP : GA  30022
    MORTGAGE AMOUNT :   322,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    322,001.56  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,147.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 89.99700
    ----------------------------------------------------------------
0   0007701303     MORTGAGORS: WROBLESKI            DAVID
                               WROBLESKI            DEBORAH
    REGION CODE    ADDRESS   : 395 WILDE GREEN DRIVE
        02         CITY      :    ROSWELL
                   STATE/ZIP : GA  30075
    MORTGAGE AMOUNT :   259,450.00  OPTION TO CONVERT :
    UNPAID BALANCE :    258,792.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,704.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.58500
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,484,400.00
                               P & I AMT:      9,894.81
                               UPB AMT:   1,481,479.98

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           14
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007701311     MORTGAGORS: RUSSEY               CRAIG
                               RUSSEY               LISA
    REGION CODE    ADDRESS   : 10709 INDIAN TRAIL
        02         CITY      :    COOPER CITY
                   STATE/ZIP : FL  33328
    MORTGAGE AMOUNT :   310,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    309,287.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,141.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 77.88900
    ----------------------------------------------------------------
0   0007701329     MORTGAGORS: STUETZER             F.
                               STUETZER             MARY
    REGION CODE    ADDRESS   : 3870 MAYBREEZE ROAD
        02         CITY      :    MARIETTA
                   STATE/ZIP : GA  30066
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,257.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,995.91  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007701345     MORTGAGORS: BREESER              CONNIE
                               BREESER              DAVID
    REGION CODE    ADDRESS   : 340 GLEN LAKE DRIVE
        02         CITY      :    ATLANTA
                   STATE/ZIP : GA  30327
    MORTGAGE AMOUNT :   255,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,580.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,696.53  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 60.71400
    ----------------------------------------------------------------
0   0007701378     MORTGAGORS: ZENGA                JOHN
                               ZENGA                SUSAN
    REGION CODE    ADDRESS   : 2713 MEADOWOOD COURT
        02         CITY      :    WESTON
                   STATE/ZIP : FL  33332
    MORTGAGE AMOUNT :   500,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    499,236.74  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,453.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 77.22000
    ----------------------------------------------------------------
0   0007701386     MORTGAGORS: REED                 MARIAN

    REGION CODE    ADDRESS   : 4235 MILLSIDE WALK
        02         CITY      :    SMYRNA
                   STATE/ZIP : GA  30080
    MORTGAGE AMOUNT :   245,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    245,007.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,654.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 89.99600
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,610,600.00
                               P & I AMT:     10,941.58
                               UPB AMT:   1,607,370.65

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           15
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007701402     MORTGAGORS:   TAYLOR             JOHN
                               TAYLOR               LORI
    REGION CODE    ADDRESS   : 3205 MOCKINGBIRD LANE
        02         CITY      :    LOUISVILLE
                   STATE/ZIP : KY  40207
    MORTGAGE AMOUNT :   450,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    448,859.33  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,956.18  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 69.23000
    ----------------------------------------------------------------
0   0007701410     MORTGAGORS: CHARLES              MICHAEL
                               CHARLES              LISA
    REGION CODE    ADDRESS   : 5339 WEST MOHAWK LANE
        02         CITY      :    GLENDALE
                   STATE/ZIP : AZ  85308
    MORTGAGE AMOUNT :   259,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    258,873.74  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,748.30  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.53300
    ----------------------------------------------------------------
0   0007701451     MORTGAGORS: LA MONTAGNE          KAY
                               LA MONTAGNE          EDWARD
    REGION CODE    ADDRESS   : 4180 SANS SAUCI COURT
        02         CITY      :    EVERGREEN
                   STATE/ZIP : CO  80439
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    278,921.90  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,886.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 54.90100
    ----------------------------------------------------------------
0   0007701469     MORTGAGORS: LOGAN                STEPHEN
                               LOGAN                LINDA
    REGION CODE    ADDRESS   : 745 FILLMORE STREET
        02         CITY      :    DENVER
                   STATE/ZIP : CO  80206
    MORTGAGE AMOUNT :   340,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    339,493.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,377.33  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007701485     MORTGAGORS: MOSELEY              CLAIBORNE
                               MOSELEY              CARLA
    REGION CODE    ADDRESS   : 3500 BIG CREEK COVE
        02         CITY      :    JONESBORO
                   STATE/ZIP : AR  72404
    MORTGAGE AMOUNT :   500,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    498,793.35  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,368.59  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 76.92300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,829,500.00
                               P & I AMT:     12,336.81
                               UPB AMT:   1,824,942.08

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           16
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007701493     MORTGAGORS: RICHER               MARK
                               RICHER               SABRINA
    REGION CODE    ADDRESS   : 3654 LAKESHORE DRIVE
        02         CITY      :    WATERFORD
                   STATE/ZIP : MI  48329
    MORTGAGE AMOUNT :   353,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    352,189.24  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,438.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 37.15700
    ----------------------------------------------------------------
0   0007701568     MORTGAGORS: HANNEN               DAVID
                               HANNEN               LEEANN
    REGION CODE    ADDRESS   : 12185 NORTH 114TH WAY
        02         CITY      :    SCOTTSDALE
                   STATE/ZIP : AZ  85259
    MORTGAGE AMOUNT :   375,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    374,139.71  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,590.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.78700
    ----------------------------------------------------------------
0   0007701576     MORTGAGORS: CONKLIN              MATTHEW
                               CONKLIN              MARY
    REGION CODE    ADDRESS   : 8379 EAST TURQUOISE AVENUE
        02         CITY      :    SCOTTSDALE
                   STATE/ZIP : AZ  85258
    MORTGAGE AMOUNT :   299,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    298,260.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,989.25  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 89.52000
    ----------------------------------------------------------------
0   0007701592     MORTGAGORS: SCHAUWECKER          JOHN
                               SCHAUWECKER          BEVERLY
    REGION CODE    ADDRESS   : 15622 NORTH 10TH PLACE
        02         CITY      :    PHOENIX
                   STATE/ZIP : AZ  85022
    MORTGAGE AMOUNT :   346,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    344,930.99  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,393.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007701600     MORTGAGORS:   MUETZEL            JEANNE
                               BARRETT              ROBIN
    REGION CODE    ADDRESS   : 21585 NORTH 56TH AVENUE
        02         CITY      :    GLENDALE
                   STATE/ZIP : AZ  85308
    MORTGAGE AMOUNT :   292,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    291,721.52  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,872.91  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,666,000.00
                               P & I AMT:     11,283.46
                               UPB AMT:   1,661,241.92

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           17
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007701659     MORTGAGORS: TRUONG               TONY
                               CHOW                 MELANIE
    REGION CODE    ADDRESS   : 624 ALEXIS CIRCLE
        02         CITY      :    DALY CITY
                   STATE/ZIP : CA  94014
    MORTGAGE AMOUNT :   276,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    276,098.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,887.92  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.99100
    ----------------------------------------------------------------
0   0007701683     MORTGAGORS: GASSMAN              EDWARD
                               GASSMAN              ANN
    REGION CODE    ADDRESS   : 1038 PTARMIGAN RUN
        02         CITY      :    LOVELAND
                   STATE/ZIP : CO  80538
    MORTGAGE AMOUNT :   295,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    294,305.41  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,012.43  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 62.10526
    ----------------------------------------------------------------
0   0007701717     MORTGAGORS: WELSH                CALVIN
                               WELSH                PARMELEE
    REGION CODE    ADDRESS   : 7427 SOUTH BLUE CREEK ROAD
        02         CITY      :    EVERGREEN
                   STATE/ZIP : CO  80439
    MORTGAGE AMOUNT :   255,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,067.53  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,701.18  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 70.05400
    ----------------------------------------------------------------
0   0007701782     MORTGAGORS: KANE                 ENEAS
                               KANE                 JENNIFER
    REGION CODE    ADDRESS   : 33 WEST NORTHVIEW AVENUE
        02         CITY      :    PHOENIX
                   STATE/ZIP : AZ  85021
    MORTGAGE AMOUNT :   315,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    314,276.50  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,175.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 73.25500
    ----------------------------------------------------------------
0   0007701816     MORTGAGORS: SCHORK               JOHN
                               SCHORK               CAROLE
    REGION CODE    ADDRESS   : 407 238TH AVENUE NORTHEAST
        02         CITY      :    REDMOND
                   STATE/ZIP : WA  98053
    MORTGAGE AMOUNT :   276,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    275,366.09  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,906.26  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,418,450.00
                               P & I AMT:      9,683.42
                               UPB AMT:   1,415,113.95

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           18
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007701915     MORTGAGORS: BOEREN III           JOHN
                               BOEREN               MARRENE
    REGION CODE    ADDRESS   : 525 EAST WATERS EDGE DRIVE
        02         CITY      :    BELLEVILLE
                   STATE/ZIP : IL  62221
    MORTGAGE AMOUNT :   349,850.00  OPTION TO CONVERT :
    UNPAID BALANCE :    349,005.70  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,357.00  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 67.93203
    ----------------------------------------------------------------
0   0007702251     MORTGAGORS: LINDNER              WILBUR
                               LINDNER              DONNA
    REGION CODE    ADDRESS   : 8605 NAVIDAD DR.
        02         CITY      :    AUSTIN
                   STATE/ZIP : TX  78735
    MORTGAGE AMOUNT :   631,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    629,510.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,202.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.77000
    ----------------------------------------------------------------
0   0007702681     MORTGAGORS: ATKINSON-SHOREY      DENISE

    REGION CODE    ADDRESS   : 4 CIRCLE DRIVE
        02         CITY      :    LAKEWOOD
                   STATE/ZIP : CO  80215
    MORTGAGE AMOUNT :   251,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    250,962.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,737.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 94.97900
    ----------------------------------------------------------------
0   0007702848     MORTGAGORS: HARMON               CLAREN

    REGION CODE    ADDRESS   : 11967 WINDPOINTE PASS
        02         CITY      :    CARMEL
                   STATE/ZIP : IN  46033
    MORTGAGE AMOUNT :   347,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    346,956.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,370.56  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 64.35100
    ----------------------------------------------------------------
0   0007703093     MORTGAGORS: WALKER               JEFFERY
                               WALKER               LISA
    REGION CODE    ADDRESS   : 20617 88TH AVENUE WEST
        02         CITY      :    EDMONDS
                   STATE/ZIP : WA  98026
    MORTGAGE AMOUNT :   290,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    288,976.22  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,905.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 77.33333
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,870,550.00
                               P & I AMT:     12,572.45
                               UPB AMT:   1,865,412.03

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           19
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007703127     MORTGAGORS: WILSON               LANDON

    REGION CODE    ADDRESS   : 1500 DANTON LANE
        02         CITY      :    BOWIE
                   STATE/ZIP : MD  20721
    MORTGAGE AMOUNT :   235,950.00  OPTION TO CONVERT :
    UNPAID BALANCE :    235,434.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,670.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 94.98900
    ----------------------------------------------------------------
0   0007703218     MORTGAGORS: COWAN                JANET

    REGION CODE    ADDRESS   : 25 BAYSIDE ROAD
        02         CITY      :    QUINCY
                   STATE/ZIP : MA  02171
    MORTGAGE AMOUNT :   265,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    264,399.66  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,875.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 88.33333
    ----------------------------------------------------------------
0   0007703374     MORTGAGORS: CLEM                 WILLIAM

    REGION CODE    ADDRESS   : 14990 ECHO DRIVE
        02         CITY      :    GOLDEN
                   STATE/ZIP : CO  80401
    MORTGAGE AMOUNT :   292,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    291,277.73  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,942.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 89.84615
    ----------------------------------------------------------------
0   0007703457     MORTGAGORS: ROGERS               PAUL
                               ROGERS               MARCIA
    REGION CODE    ADDRESS   : 75 MYSTERY FARM ROAD
        02         CITY      :    CRANSTON
                   STATE/ZIP : RI  02921
    MORTGAGE AMOUNT :   255,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,399.61  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,739.55  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 89.47368
    ----------------------------------------------------------------
0   0007703887     MORTGAGORS: CLARK                DOUGLAS
                               CLARK                KASSI
    REGION CODE    ADDRESS   : 3304 217TH PLACE NORTHEAST
        02         CITY      :    REDMOND
                   STATE/ZIP : WA  98053
    MORTGAGE AMOUNT :   291,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    290,280.22  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,936.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,338,950.00
                               P & I AMT:      9,163.97
                               UPB AMT:   1,335,791.64

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           20
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007704075     MORTGAGORS: FINNANCE             ROBERT
                               FINNANCE             BETH
    REGION CODE    ADDRESS   : 81 OLD FARM ROAD
        02         CITY      :    WEST SIMSBURY
                   STATE/ZIP : CT  06092
    MORTGAGE AMOUNT :   396,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    395,380.29  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,701.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.69400
    ----------------------------------------------------------------
0   0007706468     MORTGAGORS: STONE                LARRY
                               STONE                MARTHA
    REGION CODE    ADDRESS   : 7945  CHANCERY RIDGE
        02         CITY      :    DULUTH
                   STATE/ZIP : GA  30097
    MORTGAGE AMOUNT :   304,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    303,168.34  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,050.80  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   06/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007706476     MORTGAGORS: WYATT HATHAWAY       JUANITA
                               HATHAWAY             GARY
    REGION CODE    ADDRESS   : 510 WILDE GREEN DRIVE
        02         CITY      :    ROSWELL
                   STATE/ZIP : GA  30075
    MORTGAGE AMOUNT :   286,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    285,974.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,932.90  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 83.64400
    ----------------------------------------------------------------
0   0007706583     MORTGAGORS: FELTNER              ROBERT
                               FELTNER              JACQUELINE
    REGION CODE    ADDRESS   : 3015  LITTLE COUNTRY ROAD
        02         CITY      :    PARRISH
                   STATE/ZIP : FL  34219
    MORTGAGE AMOUNT :   304,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    303,042.75  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,073.82  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007706591     MORTGAGORS: HOUSER               GERALD
                               HOUSER               VIRGINIA
    REGION CODE    ADDRESS   : 4802 WOODMERE ROAD
        02         CITY      :    TAMPA
                   STATE/ZIP : FL  33609
    MORTGAGE AMOUNT :   301,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    300,465.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,056.76  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,592,800.00
                               P & I AMT:     10,815.70
                               UPB AMT:   1,588,030.78

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           21
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007706617     MORTGAGORS: HOWARD               R
                               HOWARD               CRYSTAL
    REGION CODE    ADDRESS   : 1350 SHADY KNOLL COURT
        02         CITY      :    LONGWOOD
                   STATE/ZIP : FL  32750
    MORTGAGE AMOUNT :   228,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    227,428.13  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,646.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/26
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 93.00800
    ----------------------------------------------------------------
0   0007706682     MORTGAGORS: MANN                 JACK

    REGION CODE    ADDRESS   : 392 CEZANNE DRIVE
        02         CITY      :    OSPREY
                   STATE/ZIP : FL  34229
    MORTGAGE AMOUNT :   396,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    395,466.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,704.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.28000
    ----------------------------------------------------------------
0   0007706773     MORTGAGORS: MOSCA                GEORGE

    REGION CODE    ADDRESS   : 221 CARPATHIAN WAY
        02         CITY      :    RALEIGH
                   STATE/ZIP : NC  27615
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    298,815.62  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,046.53  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   06/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 64.03600
    ----------------------------------------------------------------
0   0007706799     MORTGAGORS: RICHARDSON           DOUGLAS
                               RICHARDSON           JANE
    REGION CODE    ADDRESS   : 721 N DANVILLE STREET
        02         CITY      :    ARLINGTON
                   STATE/ZIP : VA  22201
    MORTGAGE AMOUNT :   276,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    273,008.22  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,767.26  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 72.63100
    ----------------------------------------------------------------
0   0007706864     MORTGAGORS: SHAMLOU              K

    REGION CODE    ADDRESS   : 1329 OAK FOREST DR
        02         CITY      :    ORMOND BEACH
                   STATE/ZIP : FL  32174
    MORTGAGE AMOUNT :   382,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    381,318.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,641.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,583,700.00
                               P & I AMT:     10,805.88
                               UPB AMT:   1,576,037.54

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           22
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007707078     MORTGAGORS: COLLIGAN             DEAN
                               COLLIGAN             SHARON
    REGION CODE    ADDRESS   : 125 SUNRISE COURT
        02         CITY      :    WOODLAND PARK
                   STATE/ZIP : CO  80863
    MORTGAGE AMOUNT :   319,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    318,720.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,153.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 69.79600
    ----------------------------------------------------------------
0   0007707094     MORTGAGORS: PETERSON             NEAL
                               PETERSON             BRENDA
    REGION CODE    ADDRESS   : 5465 E. HERRERA DRIVE
        02         CITY      :    PHOENIX
                   STATE/ZIP : AZ  85054
    MORTGAGE AMOUNT :   266,350.00  OPTION TO CONVERT :
    UNPAID BALANCE :    265,706.65  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,794.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.99600
    ----------------------------------------------------------------
0   0007707102     MORTGAGORS: NEAL                 ROBERT
                               NEAL                 MARSHA
    REGION CODE    ADDRESS   : 10280 E. VERBENA LANE
        02         CITY      :    SCOTTSDALE
                   STATE/ZIP : AZ  85259
    MORTGAGE AMOUNT :   262,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    261,941.83  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,882.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 94.98700
    ----------------------------------------------------------------
0   0007707128     MORTGAGORS: BRAKE                HILTON
                               BRAKE                MARCIA
    REGION CODE    ADDRESS   : 854 THE OLD STATION COURT
        02         CITY      :    WOODBINE
                   STATE/ZIP : MD  21797
    MORTGAGE AMOUNT :   315,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    314,123.47  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,148.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007707219     MORTGAGORS: GABEL                BARRY
                               GABEL                BABBI
    REGION CODE    ADDRESS   : 5402 E. ROYAL PALM ROAD
        02         CITY      :    PARADISE VALLEY
                   STATE/ZIP : AZ  85253
    MORTGAGE AMOUNT :   375,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    374,072.44  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,494.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 67.56700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,538,700.00
                               P & I AMT:     10,473.78
                               UPB AMT:   1,534,564.81

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           23
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007708050     MORTGAGORS: KIMBRO               BOBBY

    REGION CODE    ADDRESS   : 79 BLUE RIDGE TRACE
        02         CITY      :    HENDERSONVILLE
                   STATE/ZIP : TN  37075
    MORTGAGE AMOUNT :   245,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,597.18  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,629.99  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.03200
    ----------------------------------------------------------------
0   0007708076     MORTGAGORS: NYMAN                MATTHEW
                               NYMAN                ANJUMAN
    REGION CODE    ADDRESS   : 1313 QUAIL RIDGE DRIVE
        02         CITY      :    RESTON
                   STATE/ZIP : VA  20194
    MORTGAGE AMOUNT :   232,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    231,858.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,568.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   06/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708092     MORTGAGORS: WILLIAMS             JAMES
                               WILLIAMS             ANN
    REGION CODE    ADDRESS   : 24037 DUDLEY COURT
        02         CITY      :    HOLLYWOOD
                   STATE/ZIP : MD  20636
    MORTGAGE AMOUNT :   266,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    265,583.73  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,814.59  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708100     MORTGAGORS: RADHAKRISHNAN        SUNDARAL
                               KOORAPATY            SRIDEVI
    REGION CODE    ADDRESS   : 10223 BRITTENFORD DRIVE
        02         CITY      :    VIENNA
                   STATE/ZIP : VA  22182
    MORTGAGE AMOUNT :   359,450.00  OPTION TO CONVERT :
    UNPAID BALANCE :    358,844.29  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,361.34  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.99400
    ----------------------------------------------------------------
0   0007708126     MORTGAGORS: LUCHS                ERIK
                               LUCHS                DEBORAH
    REGION CODE    ADDRESS   : 1920 VIRGINIA AVENUE
        02         CITY      :    MCLEAN
                   STATE/ZIP : VA  22101
    MORTGAGE AMOUNT :   256,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,599.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,746.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,359,250.00
                               P & I AMT:      9,120.72
                               UPB AMT:   1,356,482.60

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           24
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007708134     MORTGAGORS: RITTER               LEONARD
                               RITTER               POLLY
    REGION CODE    ADDRESS   : 235 LAWYERS ROAD N.W.
        02         CITY      :    VIENNA
                   STATE/ZIP : VA  22180
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,550.83  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,886.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708142     MORTGAGORS: MONTAGNE             ROBERT
                               MONTAGNE             BRIDGET
    REGION CODE    ADDRESS   : 4916 OAKCREST DRIVE
        02         CITY      :    FAIRFAX
                   STATE/ZIP : VA  22030
    MORTGAGE AMOUNT :   277,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,132.22  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,823.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708159     MORTGAGORS: WHANG                MATTHEW
                               WHANG                MARGARET
    REGION CODE    ADDRESS   : 43 WEST MOUNT DRIVE
        02         CITY      :    LIVINGSTON TOWNSHIP
                   STATE/ZIP : NJ  07039
    MORTGAGE AMOUNT :   650,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    648,849.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,162.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 69.51800
    ----------------------------------------------------------------
0   0007708175     MORTGAGORS: SHEEHAN              THOMAS
                               SHEEHAN              KAREN
    REGION CODE    ADDRESS   : 15025 DOE RIDGE ROAD
        02         CITY      :    HAYMARKET
                   STATE/ZIP : VA  20169
    MORTGAGE AMOUNT :   288,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,526.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,916.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708183     MORTGAGORS: GRABER               EDMUND

    REGION CODE    ADDRESS   : 2302 N JACKSON STREET
        02         CITY      :    ARLINGTON
                   STATE/ZIP : VA  22201
    MORTGAGE AMOUNT :   343,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    343,348.34  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,316.92  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.99500
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,839,500.00
                               P & I AMT:     12,105.09
                               UPB AMT:   1,836,407.70

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           25
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007708191     MORTGAGORS: MADISON              KENNETH
                               MADISON              MARY
    REGION CODE    ADDRESS   : 28 PRAIRIE CLOVER
        02         CITY      :    LITTLETON
                   STATE/ZIP : CO  80127
    MORTGAGE AMOUNT :   376,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    375,880.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,504.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0007708209     MORTGAGORS: RICHTER              SCOTT
                               RITCHER              JANICE
    REGION CODE    ADDRESS   : 2929 SUMMER HILL DRIVE
        02         CITY      :    WEST FRIENDSHIP
                   STATE/ZIP : MD  21794
    MORTGAGE AMOUNT :   340,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    339,179.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,290.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708217     MORTGAGORS: JONES                GREGORY

    REGION CODE    ADDRESS   : 4825 GRANDVIEW COURT
        02         CITY      :    LA PLATA
                   STATE/ZIP : MD  20646
    MORTGAGE AMOUNT :   266,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    264,262.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,792.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 78.23500
    ----------------------------------------------------------------
0   0007708225     MORTGAGORS: NIGHTINGALE          MARK
                               NIGHTINGALE          HEIDI
    REGION CODE    ADDRESS   : 5519 N DELAWARE STREET
        02         CITY      :    INDIANAPOLIS
                   STATE/ZIP : IN  46220
    MORTGAGE AMOUNT :   250,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,810.44  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,708.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708233     MORTGAGORS: TONNESSEN            GLEN
                               TONNESSEN            NANCY
    REGION CODE    ADDRESS   : 44 SUTTON FARM ROAD
        02         CITY      :    FLEMINGTON
                   STATE/ZIP : NJ  08822
    MORTGAGE AMOUNT :   275,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    274,569.64  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,875.99  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 67.90100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,507,900.00
                               P & I AMT:     10,171.78
                               UPB AMT:   1,503,702.95

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           26
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007708241     MORTGAGORS: WU                   CHIEH
                               WU                   CHIEN-YUN
    REGION CODE    ADDRESS   : 5813 HAMPTON FOREST WAY
        02         CITY      :    FAIRFAX
                   STATE/ZIP : VA  22030
    MORTGAGE AMOUNT :   269,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    268,350.80  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,812.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 70.78900
    ----------------------------------------------------------------
0   0007708258     MORTGAGORS: WALKER               EDWARD
                               WALKER               KIMBERLY
    REGION CODE    ADDRESS   : 2409 MUNFORD DRIVE
        02         CITY      :    FALSTON
                   STATE/ZIP : MD  21047
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,572.51  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,729.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708274     MORTGAGORS: BRAMUCCI             CHARLES
                               BRAMUCCI             PARVANEH
    REGION CODE    ADDRESS   : 9 CHAMARAL COURT
        02         CITY      :    COCKEYSVILLE
                   STATE/ZIP : MD  21030
    MORTGAGE AMOUNT :   650,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    648,957.31  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,379.18  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 65.98900
    ----------------------------------------------------------------
0   0007708290     MORTGAGORS: FOWLER               DAVID
                               FOWLER               ELIZABETH
    REGION CODE    ADDRESS   : 1743 VENUS DRIVE
        02         CITY      :    SANIBEL
                   STATE/ZIP : FL  33957
    MORTGAGE AMOUNT :   418,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    417,329.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,816.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 78.86700
    ----------------------------------------------------------------
0   0007708308     MORTGAGORS: PARKER               DALE
                               PARKER               ERIN
    REGION CODE    ADDRESS   : 1493 75TH CIRCLE NE
        02         CITY      :    ST. PETERSBURG
                   STATE/ZIP : FL  33702
    MORTGAGE AMOUNT :   292,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    292,030.79  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,970.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,889,500.00
                               P & I AMT:     12,708.06
                               UPB AMT:   1,886,240.87

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           27
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007708316     MORTGAGORS: COULSON              JOHN

    REGION CODE    ADDRESS   : 118 HAWTHORN ROAD
        02         CITY      :    BALTIMORE
                   STATE/ZIP : MD  21210
    MORTGAGE AMOUNT :   235,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    234,866.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,685.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708324     MORTGAGORS: WALLACE              JOHN
                               WALLACE              M.
    REGION CODE    ADDRESS   : 119 LAKEVIEW AVENUE
        02         CITY      :    ATLANTA
                   STATE/ZIP : GA  30305
    MORTGAGE AMOUNT :   535,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    534,203.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,740.80  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.85000
    ----------------------------------------------------------------
0   0007708332     MORTGAGORS: ALLEN                MATTHEW
                               ALLEN                VALERIE
    REGION CODE    ADDRESS   : 2897 RIDGEWOOD ROAD
        02         CITY      :    ATLANTA
                   STATE/ZIP : GA  30327
    MORTGAGE AMOUNT :   420,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    419,326.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,829.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708340     MORTGAGORS: FUST                 PAUL
                               FUST                 TARA
    REGION CODE    ADDRESS   : 12160 WILDWOOD SPRINGS DRIVE
        02         CITY      :    ROSWELL
                   STATE/ZIP : GA  30075
    MORTGAGE AMOUNT :   247,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    246,803.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,665.44  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708373     MORTGAGORS: WIGGINS              LEMUEL

    REGION CODE    ADDRESS   : 7740 WENTWORTH DRIVE
        02         CITY      :    DULUTH
                   STATE/ZIP : GA  30097
    MORTGAGE AMOUNT :   450,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    449,278.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,031.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 64.28500
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,887,400.00
                               P & I AMT:     12,952.61
                               UPB AMT:   1,884,478.19

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           28
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007708399     MORTGAGORS: EDELMANN             MARK
                               EDELMANN             LORI
    REGION CODE    ADDRESS   : 19565 HAVENSWAY COURT
        02         CITY      :    BOCA RATON
                   STATE/ZIP : FL  33498
    MORTGAGE AMOUNT :   364,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    363,679.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,484.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.99500
    ----------------------------------------------------------------
0   0007708407     MORTGAGORS: PHILLIPS             DANIEL
                               PHILLIPS             CHRISTI
    REGION CODE    ADDRESS   : 1240 SMOKEHOUSE TRAIL
        02         CITY      :    CUMMING
                   STATE/ZIP : GA  30041
    MORTGAGE AMOUNT :   250,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    250,507.35  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,711.59  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.98597
    ----------------------------------------------------------------
0   0007708415     MORTGAGORS: KASSIS               MARK
                               KASSIS               MARY
    REGION CODE    ADDRESS   : 658 CRESCENT RIDGE TRAIL
        02         CITY      :    MABLETON
                   STATE/ZIP : GA  30126
    MORTGAGE AMOUNT :   277,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    276,744.23  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,844.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708423     MORTGAGORS: RAND                 EDWARD
                               RAND                 ANNE
    REGION CODE    ADDRESS   : 5255 LONDON DRIVE
        02         CITY      :    ATLANTA
                   STATE/ZIP : GA  30327
    MORTGAGE AMOUNT :   244,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,608.58  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,643.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708431     MORTGAGORS: JACOBSON             KENNETH
                               JACOBSON             DONNA
    REGION CODE    ADDRESS   : 4740 PARK BROOKE TRACE
        02         CITY      :    ALPHARETTA
                   STATE/ZIP : GA  30022
    MORTGAGE AMOUNT :   316,650.00  OPTION TO CONVERT :
    UNPAID BALANCE :    316,116.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,080.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.99200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,453,000.00
                               P & I AMT:      9,764.69
                               UPB AMT:   1,450,656.56

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           29
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007708449     MORTGAGORS: RYMER                THOMAS
                               TRICE                E.
    REGION CODE    ADDRESS   : 1885 ANJACO ROAD
        02         CITY      :    ATLANTA
                   STATE/ZIP : GA  30328
    MORTGAGE AMOUNT :   336,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    335,461.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,263.70  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708456     MORTGAGORS: HOLT                 ARTIE

    REGION CODE    ADDRESS   : 3380 CARLTON ROAD
        02         CITY      :    CUMMING
                   STATE/ZIP : GA  30041
    MORTGAGE AMOUNT :   287,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    286,648.16  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,934.92  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708464     MORTGAGORS: WEST                 TRAVIS
                               WEST                 GWENDOLYN
    REGION CODE    ADDRESS   : 8285 HEWLETT ROAD
        02         CITY      :    DUNWOODY
                   STATE/ZIP : GA  30350
    MORTGAGE AMOUNT :   367,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    366,596.24  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,443.00  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708480     MORTGAGORS: GLENN                JONATHAN
                               GLENN                SUZANNE
    REGION CODE    ADDRESS   : 220 CROYTON TERRACE
        02         CITY      :    ALPHARETTA
                   STATE/ZIP : GA  30004
    MORTGAGE AMOUNT :   254,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,004.05  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,714.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 67.15000
    ----------------------------------------------------------------
0   0007708498     MORTGAGORS: VANDERSLICE          JOHN

    REGION CODE    ADDRESS   : 10568 PINE TREE TERRACE
        02         CITY      :    BOYNTON BEACH
                   STATE/ZIP : FL  33436
    MORTGAGE AMOUNT :   345,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    344,473.35  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,382.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 62.72700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,589,900.00
                               P & I AMT:     10,739.07
                               UPB AMT:   1,587,182.80

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           30
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007708506     MORTGAGORS: DVORAK               MICHAEL
                               DVORAK               MAXINE
    REGION CODE    ADDRESS   : 7354 EAST SIERRA MORENA CIRCLE
        02         CITY      :    MESA
                   STATE/ZIP : AZ  85207
    MORTGAGE AMOUNT :   233,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    233,228.50  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,574.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.99600
    ----------------------------------------------------------------
0   0007708522     MORTGAGORS: MACPHEE              JAMES

    REGION CODE    ADDRESS   : 10645 LAKE LOUISA ROAD
        02         CITY      :    CLERMONT
                   STATE/ZIP : FL  34711
    MORTGAGE AMOUNT :   264,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    263,975.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,781.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708530     MORTGAGORS: DAVIS                JARRETT
                               DAVIS                JANE
    REGION CODE    ADDRESS   : 344 MANOR RIDGE DRIVE
        02         CITY      :    ATLANTA
                   STATE/ZIP : GA  30305
    MORTGAGE AMOUNT :   275,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    274,112.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,852.73  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 48.67200
    ----------------------------------------------------------------
0   0007708548     MORTGAGORS: HUNT                 WILLIAM
                               HUNT                 JENNIFER
    REGION CODE    ADDRESS   : 5450 MCCOMMAS BOULEVARD
        02         CITY      :    DALLAS
                   STATE/ZIP : TX  75206
    MORTGAGE AMOUNT :   279,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    278,541.29  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,856.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007708589     MORTGAGORS: LAND                 JAMES
                               LAND                 LUCY
    REGION CODE    ADDRESS   : 109 LONDONDERRY COURT
        02         CITY      :    RENO
                   STATE/ZIP : NV  89511
    MORTGAGE AMOUNT :   268,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,384.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,851.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 59.75400
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,320,100.00
                               P & I AMT:      8,915.72
                               UPB AMT:   1,317,242.58

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           31
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007708613     MORTGAGORS: MENDELSON            HOWARD
                               MENDELSON            CHRISTINE
    REGION CODE    ADDRESS   : 5245 EAST CALLE VENTURA
        02         CITY      :    PHOENIX
                   STATE/ZIP : AZ  85018
    MORTGAGE AMOUNT :   256,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,318.65  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,639.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708621     MORTGAGORS: MERCER               NANCY

    REGION CODE    ADDRESS   : 13496 EAST BLOOMFIELD DRIVE
        02         CITY      :    SCOTTSDALE
                   STATE/ZIP : AZ  85259
    MORTGAGE AMOUNT :   380,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    379,036.77  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,496.33  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 63.33300
    ----------------------------------------------------------------
0   0007708662     MORTGAGORS: MILLER               RICHARD
                               MILLER               DORIS
    REGION CODE    ADDRESS   : 3003 WEST 111TH DRIVE
        02         CITY      :    WESTMINSTER
                   STATE/ZIP : CO  80030
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    399,358.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,694.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 76.08700
    ----------------------------------------------------------------
0   0007708670     MORTGAGORS: HALCOMB              PATRICK
                               HEISTERBERG          CHRISTINE
    REGION CODE    ADDRESS   : 7611 NE 12TH STREET
        02         CITY      :    MEDINA
                   STATE/ZIP : WA  98039
    MORTGAGE AMOUNT :   276,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    275,732.95  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,862.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708696     MORTGAGORS: DIAZ                 MARTIN
                               DIAZ                 SANDI
    REGION CODE    ADDRESS   : 40 MEADOW DRIVE
        02         CITY      :    SAN RAFAEL
                   STATE/ZIP : CA  94903
    MORTGAGE AMOUNT :   279,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    278,732.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,954.30  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.85700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,591,900.00
                               P & I AMT:     10,646.86
                               UPB AMT:   1,588,179.09

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           32
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007708720     MORTGAGORS: RANDALL              SANDRA

    REGION CODE    ADDRESS   : 212 FRANCISCO STREET
        02         CITY      :    SAN GABRIEL
                   STATE/ZIP : CA  91775
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,181.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,773.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708738     MORTGAGORS: OGLESBY              ROGER
                               OGLESBY              COLLEEN
    REGION CODE    ADDRESS   : 17 RUE CEZANNE
        02         CITY      :    COTO DE CAZA AREA
                   STATE/ZIP : CA  92679
    MORTGAGE AMOUNT :   514,850.00  OPTION TO CONVERT :
    UNPAID BALANCE :    514,003.50  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,425.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.99600
    ----------------------------------------------------------------
0   0007708746     MORTGAGORS: BURNS                PAUL

    REGION CODE    ADDRESS   : 8249 EAST QUARTERHORSE TRAIL
        02         CITY      :    SCOTTSDALE
                   STATE/ZIP : AZ  85258
    MORTGAGE AMOUNT :   236,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    235,484.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,670.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708753     MORTGAGORS: LU                   HUNG
                               YANG                 SHU
    REGION CODE    ADDRESS   : 4935 EAST BERNEIL DRIVE
        02         CITY      :    PARADISE VALLEY
                   STATE/ZIP : AZ  85253
    MORTGAGE AMOUNT :   396,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    395,395.51  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,735.07  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007708761     MORTGAGORS: QUAY                 GEORGE
                               QUAY                 HOLLI
    REGION CODE    ADDRESS   : 9530 EAST DESERT COVE AVENUE
        02         CITY      :    SCOTTSDALE
                   STATE/ZIP : AZ  85260
    MORTGAGE AMOUNT :   316,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    315,517.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,182.53  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,722,850.00
                               P & I AMT:     11,786.96
                               UPB AMT:   1,719,582.28

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           33
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007708779     MORTGAGORS: WILEY                VIRGINIA

    REGION CODE    ADDRESS   : 2336 EAST GLENCOVE CIRCLE
        02         CITY      :    MESA
                   STATE/ZIP : AZ  85213
    MORTGAGE AMOUNT :   243,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    242,495.01  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,761.92  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007708795     MORTGAGORS: SINCLAIR             TERRY
                               SINCLAIR             JOAN
    REGION CODE    ADDRESS   : 4510 144TH AVENUE SOUTHEAST
        02         CITY      :    BELLEVUE
                   STATE/ZIP : WA  98006
    MORTGAGE AMOUNT :   341,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    340,795.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,330.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708811     MORTGAGORS: ZALEWSKI             STEPHEN
                               BRENNAN              KATHLEEN
    REGION CODE    ADDRESS   : 17306 NORTHEAST 129TH STREET
        02         CITY      :    REDMOND
                   STATE/ZIP : WA  98052
    MORTGAGE AMOUNT :   440,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    438,989.41  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,038.97  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708829     MORTGAGORS: SCHUETT              D.
                               SCHUETT              SONJA
    REGION CODE    ADDRESS   : 2506 186TH AVENUE NORTHEAST
        02         CITY      :    REDMOND
                   STATE/ZIP : WA  98052
    MORTGAGE AMOUNT :   247,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    246,931.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,709.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.07300
    ----------------------------------------------------------------
0   0007708837     MORTGAGORS: NELSON               RICHARD
                               NELSON               CATHI
    REGION CODE    ADDRESS   : 19107 SOUTHEAST 45TH STREET
        02         CITY      :    ISSAQUAH
                   STATE/ZIP : WA  98027
    MORTGAGE AMOUNT :   252,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,515.73  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,655.46  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,524,100.00
                               P & I AMT:     10,496.08
                               UPB AMT:   1,520,727.41

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           34
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007708845     MORTGAGORS: VICKERS              MICHAEL
                               VICKERS              TAMMY
    REGION CODE    ADDRESS   : 25915 NORTHEAST 29TH PLACE
        02         CITY      :    REDMOND
                   STATE/ZIP : WA  98053
    MORTGAGE AMOUNT :   337,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    337,061.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,390.93  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 79.98500
    ----------------------------------------------------------------
0   0007708852     MORTGAGORS: STEVENS              MICHAEL
                               STEVENS              MARSHA
    REGION CODE    ADDRESS   : 424 WEST SPRUCE LANE
        02         CITY      :    LOUISVILLE
                   STATE/ZIP : CO  80027
    MORTGAGE AMOUNT :   255,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,188.90  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,761.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 71.83090
    ----------------------------------------------------------------
0   0007708860     MORTGAGORS: DAY                  DANIEL
                               DAY                  JILL
    REGION CODE    ADDRESS   : 720 QUARTER PATH LANE
        02         CITY      :    ALPHARETTA
                   STATE/ZIP : GA  30004
    MORTGAGE AMOUNT :   380,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    379,390.44  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,560.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708894     MORTGAGORS: ABOU-HAIDAR          WALID
                               ABOU-HAIDAR          KATHRYN
    REGION CODE    ADDRESS   : 18977 BARNHART AVENUE
        02         CITY      :    CUPERTINO
                   STATE/ZIP : CA  95014
    MORTGAGE AMOUNT :   574,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    572,614.77  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,867.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007708910     MORTGAGORS: BIRCH                CHRISTINA
                               BIRCH                DAVID
    REGION CODE    ADDRESS   : 1299 GLEN AVENUE
        02         CITY      :    BERKELEY
                   STATE/ZIP : CA  94708
    MORTGAGE AMOUNT :   266,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    265,418.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,882.73  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 73.88888
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,812,800.00
                               P & I AMT:     12,462.17
                               UPB AMT:   1,808,674.72

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           35
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007708928     MORTGAGORS: BREMNER              ROBERT
                               BREMNER              NANCY
    REGION CODE    ADDRESS   : 275 CRESS ROAD
        02         CITY      :    SANTA CRUZ
                   STATE/ZIP : CA  95060
    MORTGAGE AMOUNT :   650,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    648,507.06  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,489.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 54.16600
    ----------------------------------------------------------------
0   0007708936     MORTGAGORS: LACOMBE              FRANK
                               LACOMBE              CARMEN
    REGION CODE    ADDRESS   : 135 ROYAL OAK COURT
        02         CITY      :    SCOTTS VALLEY
                   STATE/ZIP : CA  95066
    MORTGAGE AMOUNT :   435,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    433,450.19  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,930.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 72.98600
    ----------------------------------------------------------------
0   0007708944     MORTGAGORS: KENDALL              PETER
                               KENDALL              SUSAN
    REGION CODE    ADDRESS   : 35 VIA HERMOSA
        02         CITY      :    ORINDA
                   STATE/ZIP : CA  94563
    MORTGAGE AMOUNT :   372,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    371,187.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,632.99  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 77.50000
    ----------------------------------------------------------------
0   0007708969     MORTGAGORS: PRINCE               DEREK
                               PRINCE               ALMA
    REGION CODE    ADDRESS   : 2820 HACIENDA STREET
        02         CITY      :    SAN MATEO
                   STATE/ZIP : CA  94403
    MORTGAGE AMOUNT :   370,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    369,150.18  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,555.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 52.85700
    ----------------------------------------------------------------
0   0007708985     MORTGAGORS: MIGITA               RALPH
                               MIGITA               EILEEN
    REGION CODE    ADDRESS   : 400 30TH AVENUE
        02         CITY      :    SAN MATEO
                   STATE/ZIP : CA  94403
    MORTGAGE AMOUNT :   288,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,287.64  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,916.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,115,000.00
                               P & I AMT:     14,524.64
                               UPB AMT:   2,109,582.21

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           36
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007708993     MORTGAGORS: HALL                 ROBERT
                               LEE                  EILEEN
    REGION CODE    ADDRESS   : 335 SIXTH AVENUE
        02         CITY      :    SANTA CRUZ
                   STATE/ZIP : CA  95062
    MORTGAGE AMOUNT :   336,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    335,189.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,263.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709009     MORTGAGORS: BAUMGARTNER          MARGARET
                               WATRY                ANDREW
    REGION CODE    ADDRESS   : 1284 MONTEREY AVENUE
        02         CITY      :    BERKELEY
                   STATE/ZIP : CA  94707
    MORTGAGE AMOUNT :   290,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    289,745.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,055.43  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 76.42100
    ----------------------------------------------------------------
0   0007709017     MORTGAGORS: RENDELL              CARL
                               RENDELL              JOANNE
    REGION CODE    ADDRESS   : 1156 LA ROCHELLE TERRACE #A
        02         CITY      :    SUNNYVALE
                   STATE/ZIP : CA  94089
    MORTGAGE AMOUNT :   246,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    245,634.52  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,700.44  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 63.94800
    ----------------------------------------------------------------
0   0007709025     MORTGAGORS: TONELLI              JEFFREY
                               TONELLI              MARGIE
    REGION CODE    ADDRESS   : 241 FLORENCE AVENUE
        02         CITY      :    SEBASTOPOL
                   STATE/ZIP : CA  95472
    MORTGAGE AMOUNT :   242,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    241,044.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,650.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 71.17647
    ----------------------------------------------------------------
0   0007709041     MORTGAGORS: MACAULAY             JAMES
                               MACAULAY             LIISA
    REGION CODE    ADDRESS   : 21 CEDARSPRING
        02         CITY      :    IRVINE
                   STATE/ZIP : CA  92604
    MORTGAGE AMOUNT :   281,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    280,831.24  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,966.54  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,395,850.00
                               P & I AMT:      9,636.97
                               UPB AMT:   1,392,444.81

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           37
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709058     MORTGAGORS: NICHOLS              LISA
                               COLYER               DAVID
    REGION CODE    ADDRESS   : 5 BALRA DRIVE
        02         CITY      :    NOVATO
                   STATE/ZIP : CA  94947
    MORTGAGE AMOUNT :   277,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    276,796.58  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,822.98  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.74100
    ----------------------------------------------------------------
0   0007709066     MORTGAGORS: FREEMAN              BRIAN
                               FREEMAN              LINDA
    REGION CODE    ADDRESS   : 4002 SADDLEROCK COURT
        02         CITY      :    SANTA ROSA
                   STATE/ZIP : CA  95405
    MORTGAGE AMOUNT :   254,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    253,458.70  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,819.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 67.73333
    ----------------------------------------------------------------
0   0007709074     MORTGAGORS: COOPER               WILLIAM
                               LITTLE               STEVEN
    REGION CODE    ADDRESS   : 17575 SUMMIT AVENUE
        02         CITY      :    GUERNEVILLE
                   STATE/ZIP : CA  95446
    MORTGAGE AMOUNT :   280,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    280,170.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,963.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007709090     MORTGAGORS: MAR                  SHELTON
                               MAR                  YOLANDA
    REGION CODE    ADDRESS   : 9 PARK MANOR DRIVE
        02         CITY      :    DALY CITY
                   STATE/ZIP : CA  94015
    MORTGAGE AMOUNT :   257,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    256,747.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,822.57  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 79.23000
    ----------------------------------------------------------------
0   0007709108     MORTGAGORS: WOLFE                DAVID
                               WOLFE                TAMRA
    REGION CODE    ADDRESS   : 2990 MEADOWSTONE DRIVE
        02         CITY      :    SIMI VALLEY
                   STATE/ZIP : VA  93063
    MORTGAGE AMOUNT :   248,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,602.18  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,670.82  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,317,800.00
                               P & I AMT:      9,099.45
                               UPB AMT:   1,314,775.75

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           38
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709116     MORTGAGORS: HALABI               ISMAIL
                               HALABI               JUTTA
    REGION CODE    ADDRESS   : 11 SHEARWATER
        02         CITY      :    IRVINE
                   STATE/ZIP : CA  92604
    MORTGAGE AMOUNT :   256,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,412.01  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,768.13  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 71.11111
    ----------------------------------------------------------------
0   0007709124     MORTGAGORS: DAVIS                CHRISTOPHER
                               DAVIS                PATTY
    REGION CODE    ADDRESS   : 20520 VIA BELLEZA
        02         CITY      :    YORBA LINDA
                   STATE/ZIP : CA  92886
    MORTGAGE AMOUNT :   322,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    321,532.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,279.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 72.85000
    ----------------------------------------------------------------
0   0007709132     MORTGAGORS: DOELP                GRANT
                               DOELP                AMY
    REGION CODE    ADDRESS   : 74 ROCKROSE
        02         CITY      :    ALISO VIEJO AREA
                   STATE/ZIP : CA  92656
    MORTGAGE AMOUNT :   303,150.00  OPTION TO CONVERT :
    UNPAID BALANCE :    302,709.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,145.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 73.93900
    ----------------------------------------------------------------
0   0007709140     MORTGAGORS: GRAVES               JEANNETTE

    REGION CODE    ADDRESS   : 2960 DORN COURT
        02         CITY      :    LAGUNA BEACH
                   STATE/ZIP : CA  92651
    MORTGAGE AMOUNT :   387,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    386,038.02  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,772.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 77.40000
    ----------------------------------------------------------------
0   0007709173     MORTGAGORS: CRICKMORE            JERALD
                               CRICKMORE            JANNA
    REGION CODE    ADDRESS   : 344 LIVERPOOL DRIVE
        02         CITY      :    ENCINITAS
                   STATE/ZIP : CA  92007
    MORTGAGE AMOUNT :   325,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    324,491.41  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,217.07  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 59.09091
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,593,150.00
                               P & I AMT:     11,182.50
                               UPB AMT:   1,590,183.62

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           39
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709181     MORTGAGORS: CLARIN               ROBERT
                               CLARIN               DONNA
    REGION CODE    ADDRESS   : 31101 CARR STREET
        02         CITY      :    PRINCETON
                   STATE/ZIP : MN  55371
    MORTGAGE AMOUNT :   360,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    359,436.64  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,455.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709199     MORTGAGORS: HECOMOVICH           MICHAEL
                               HECOMOVICH           SANDRA
    REGION CODE    ADDRESS   : 4711 EAST MARSTON DRIVE
        02         CITY      :    PARADISE VALLEY
                   STATE/ZIP : AZ  85253
    MORTGAGE AMOUNT :   450,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    448,966.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,108.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0007709207     MORTGAGORS: HAMMOND              MONICA
                               HAMMOND              GREGORY
    REGION CODE    ADDRESS   : 8300 EAST DIXILETA DRIVE #285
        02         CITY      :    SCOTTSDALE
                   STATE/ZIP : AZ  85255
    MORTGAGE AMOUNT :   415,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    414,334.29  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,795.93  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.04762
    ----------------------------------------------------------------
0   0007709215     MORTGAGORS: ROESSLER             KARL
                               ROESSLER             MARGO
    REGION CODE    ADDRESS   : 7901 EAST CACTUS ROAD
        02         CITY      :    SCOTTSDALE
                   STATE/ZIP : AZ  85260
    MORTGAGE AMOUNT :   382,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    381,664.19  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,707.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0007709223     MORTGAGORS: BEALE                MICHAEL
                               BEALE                ROSEMARY
    REGION CODE    ADDRESS   : 7964 EAST GAIL ROAD
        02         CITY      :    SCOTTSDALE
                   STATE/ZIP : AZ  85260
    MORTGAGE AMOUNT :   261,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,579.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,761.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 78.29300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,869,000.00
                               P & I AMT:     12,828.88
                               UPB AMT:   1,864,980.68

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           40
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709231     MORTGAGORS: BROWN                JOE
                               BROWN                ESSIE
    REGION CODE    ADDRESS   : 14999 GARCAL DRIVE
        02         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95127
    MORTGAGE AMOUNT :   257,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,896.82  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,753.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 60.47000
    ----------------------------------------------------------------
0   0007709249     MORTGAGORS: SLATER               DEANA
                               ORTENBLAD            RICHARD
    REGION CODE    ADDRESS   : 358 LEE STREET
        02         CITY      :    SANTA CRUZ
                   STATE/ZIP : CA  95060
    MORTGAGE AMOUNT :   257,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    256,962.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,713.82  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709256     MORTGAGORS: ZIOLKOWSKI           KENNETH
                               ZIOLKOWSKI           KATHERINE
    REGION CODE    ADDRESS   : 318 SCHROEDER STREET
        02         CITY      :    SUNNYVALE
                   STATE/ZIP : CA  94086
    MORTGAGE AMOUNT :   295,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    294,082.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,988.82  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709264     MORTGAGORS: PERLIN               LARRY
                               PERLIN               KATHLEAN
    REGION CODE    ADDRESS   : 3860 FLORAL COURT
        02         CITY      :    SANTA CRUZ
                   STATE/ZIP : CA  95062
    MORTGAGE AMOUNT :   408,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    407,015.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,748.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709272     MORTGAGORS: REINFELD             LISA
                               MUELLER              KYLE
    REGION CODE    ADDRESS   : 733 RAND AVENUE
        02         CITY      :    OAKLAND
                   STATE/ZIP : CA  94610
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,402.82  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,795.76  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,477,800.00
                               P & I AMT:     10,000.36
                               UPB AMT:   1,473,360.66

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           41
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709280     MORTGAGORS: MCLERREN             SANDRA

    REGION CODE    ADDRESS   : 427 ROSEDALE COURT
        02         CITY      :    CAPITOLA
                   STATE/ZIP : CA  95010
    MORTGAGE AMOUNT :   441,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    440,683.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,976.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0007709298     MORTGAGORS: HUGHES               JEFFREY
                               HUGHES               JOAN
    REGION CODE    ADDRESS   : 1649 CALCITE COURT
        02         CITY      :    LIVERMORE
                   STATE/ZIP : CA  94550
    MORTGAGE AMOUNT :   339,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    338,277.55  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,428.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 71.82203
    ----------------------------------------------------------------
0   0007709306     MORTGAGORS: HANDA                KUNAL

    REGION CODE    ADDRESS   : 8569 PEACHTREE AVENUE
        02         CITY      :    NEWARK
                   STATE/ZIP : CA  94560
    MORTGAGE AMOUNT :   292,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    291,329.33  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,016.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709314     MORTGAGORS: WAGNER               MARTINA
                               HULLY                JAMES
    REGION CODE    ADDRESS   : 19 WINDING WAY
        02         CITY      :    SAN CARLOS
                   STATE/ZIP : CA  94070
    MORTGAGE AMOUNT :   327,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    326,448.49  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,259.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709322     MORTGAGORS: CALVEY               JAMES
                               CALVEY               MARILYN
    REGION CODE    ADDRESS   : 268 STANLEY AVENUE
        02         CITY      :    PACIFICA
                   STATE/ZIP : CA  94044
    MORTGAGE AMOUNT :   360,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    359,463.99  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,517.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,759,950.00
                               P & I AMT:     12,198.62
                               UPB AMT:   1,756,203.27

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           42
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709330     MORTGAGORS: GOLUB                BENJAMIN
                               GOLUB                ADEAN
    REGION CODE    ADDRESS   : 6214 PASO LOS CERRITOS
        02         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95120
    MORTGAGE AMOUNT :   394,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    393,072.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,687.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709348     MORTGAGORS: LOWKIS               ROMAN
                               LOWKIS               KATHRYN
    REGION CODE    ADDRESS   : 16712 CEDAR POST COURT
        02         CITY      :    CENTREVILLE
                   STATE/ZIP : VA  20120
    MORTGAGE AMOUNT :   314,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    314,207.52  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,146.81  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.99491
    ----------------------------------------------------------------
0   0007709355     MORTGAGORS: D'ABREU              MANUEL
                               D'ABREU              MARISE
    REGION CODE    ADDRESS   : 2166 HUNTINGTON CIRCLE
        02         CITY      :    EL DORADO HILLS
                   STATE/ZIP : CA  95762
    MORTGAGE AMOUNT :   456,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    454,952.65  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,149.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 60.39700
    ----------------------------------------------------------------
0   0007709371     MORTGAGORS: WRIGHT               DANIEL
                               WRIGHT               SUZANNE
    REGION CODE    ADDRESS   : 2095 PHEASANT HILL LANE
        02         CITY      :    AUBURN
                   STATE/ZIP : CA  95602
    MORTGAGE AMOUNT :   284,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    283,347.70  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,961.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709389     MORTGAGORS: HIGGINS              RICHARD
                               HIGGINS              ELIZABETH
    REGION CODE    ADDRESS   : 12704 LAKESHORE NORTH
        02         CITY      :    AUBURN
                   STATE/ZIP : CA  95602
    MORTGAGE AMOUNT :   256,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    256,078.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,706.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 71.25000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,705,200.00
                               P & I AMT:     11,652.08
                               UPB AMT:   1,701,658.50

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           43
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709405     MORTGAGORS: NICHOLS              LARRY
                               NICHOLS              BARBARA
    REGION CODE    ADDRESS   : 342 COWDEN ROAD
        02         CITY      :    HOLLISTER
                   STATE/ZIP : CA  95023
    MORTGAGE AMOUNT :   480,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    478,897.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,315.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 67.13200
    ----------------------------------------------------------------
0   0007709413     MORTGAGORS: LAWSON               GREGORY
                               LAWSON               BERYL
    REGION CODE    ADDRESS   : 4828 ROSELIN WAY
        02         CITY      :    ELK GROVE
                   STATE/ZIP : CA  95758
    MORTGAGE AMOUNT :   283,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    282,581.18  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,004.47  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709421     MORTGAGORS: MEHUS                PAUL
                               MEHUS                JACQUELINE
    REGION CODE    ADDRESS   : 6961 FAIRPLAY ROAD
        02         CITY      :    SOMERSET
                   STATE/ZIP : CA  95684
    MORTGAGE AMOUNT :   294,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    293,756.71  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,083.75  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709439     MORTGAGORS: HART                 STEPHEN
                               HART                 JENNY
    REGION CODE    ADDRESS   : 1832 17TH AVENUE
        02         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94122
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,300.75  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,264.94  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709454     MORTGAGORS: DWYER                MICHAEL
                               DWYER                RENITA
    REGION CODE    ADDRESS   : 6762 LOYOLA DRIVE
        02         CITY      :    HUNTINGTON BEACH
                   STATE/ZIP : CA  92647
    MORTGAGE AMOUNT :   295,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    295,105.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,018.56  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.99400
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,673,500.00
                               P & I AMT:     11,686.96
                               UPB AMT:   1,669,641.77

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           44
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709462     MORTGAGORS: GUEST                DARYL
                               GUEST                JULIE
    REGION CODE    ADDRESS   : 916 DEL AVION LANE
        02         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95138
    MORTGAGE AMOUNT :   237,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    236,669.65  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,620.85  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.98800
    ----------------------------------------------------------------
0   0007709470     MORTGAGORS: CHAREST              DARREN
                               EQUILOS              BRENDA
    REGION CODE    ADDRESS   : 33242 QUESTA WAY
        02         CITY      :    DANA POINT
                   STATE/ZIP : CA  92629
    MORTGAGE AMOUNT :   292,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    291,377.73  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,091.92  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709488     MORTGAGORS: UYEDA                LESLIE
                               UYEDA                ALAN
    REGION CODE    ADDRESS   : 32772 ROSEMONT DRIVE
        02         CITY      :    TRABUCO CANYON AREA
                   STATE/ZIP : GA  92679
    MORTGAGE AMOUNT :   247,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,421.74  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,711.49  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 62.73400
    ----------------------------------------------------------------
0   0007709496     MORTGAGORS: DRULIAS              GUS
                               DRULIAS              SUSAN
    REGION CODE    ADDRESS   : 9961 CURRANT AVENUE
        02         CITY      :    FOUNTAIN VALLEY
                   STATE/ZIP : CA  92708
    MORTGAGE AMOUNT :   314,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    313,519.09  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,171.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709504     MORTGAGORS: PETERSON             CRAIG
                               PETERSON             LAURA
    REGION CODE    ADDRESS   : 1116 CALIFORNIA STREET
        02         CITY      :    HUNTINGTON BEACH
                   STATE/ZIP : CA  92648
    MORTGAGE AMOUNT :   252,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,406.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,719.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,343,800.00
                               P & I AMT:      9,314.82
                               UPB AMT:   1,340,394.90

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           45
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709512     MORTGAGORS: MUSICK               MATTHEW
                               MUSICK               LORI
    REGION CODE    ADDRESS   : 21642 HONEYSUCKLE STREET
        02         CITY      :    TRABUCO CANYON AREA
                   STATE/ZIP : CA  92679
    MORTGAGE AMOUNT :   275,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    275,027.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,998.29  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 60.70484
    ----------------------------------------------------------------
0   0007709520     MORTGAGORS: HINCHMAN             MADISON
                               HINCHMAN             BETTY
    REGION CODE    ADDRESS   : 33901 GRANADA DRIVE
        02         CITY      :    DANA POINT
                   STATE/ZIP : CA  92629
    MORTGAGE AMOUNT :   258,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    257,125.50  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,694.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 57.33300
    ----------------------------------------------------------------
0   0007709538     MORTGAGORS: FANG                 PAUL
                               FANG                 AMY
    REGION CODE    ADDRESS   : 23 TROUVILLE
        02         CITY      :    NEWPORT COAST AREA
                   STATE/ZIP : CA  92657
    MORTGAGE AMOUNT :   376,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    375,069.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,501.54  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 69.62963
    ----------------------------------------------------------------
0   0007709546     MORTGAGORS: PERKINS              RONALD
                               PERKINS              SHERRI
    REGION CODE    ADDRESS   : 16716 2ND STREET EAST
        02         CITY      :    SUMNER
                   STATE/ZIP : WA  98390
    MORTGAGE AMOUNT :   235,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    234,264.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,683.57  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 78.85900
    ----------------------------------------------------------------
0   0007709561     MORTGAGORS: LEOVIC               THOMAS
                               LEOVIC               LAURA
    REGION CODE    ADDRESS   : 5896 SOUTH LUPINE DRIVE
        02         CITY      :    LITTLETON
                   STATE/ZIP : CO  80123
    MORTGAGE AMOUNT :   255,550.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,933.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,721.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,400,150.00
                               P & I AMT:      9,599.97
                               UPB AMT:   1,396,420.94

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           46
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709579     MORTGAGORS: SCHWARBERG           CRAIG
                               SCHWARBERG           JOANN
    REGION CODE    ADDRESS   : 5407 MISSION DRIVE
        02         CITY      :    MISSION HILLS
                   STATE/ZIP : KS  66208
    MORTGAGE AMOUNT :   622,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    621,925.22  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,249.28  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 49.83200
    ----------------------------------------------------------------
0   0007709587     MORTGAGORS: WEBB                 HERBERT

    REGION CODE    ADDRESS   : 4 INNISBROOK COURT
        02         CITY      :    FRISCO
                   STATE/ZIP : TX  75034
    MORTGAGE AMOUNT :   552,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    551,178.12  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,859.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0007709611     MORTGAGORS: CORNELLA             ANDREW
                               CORNELLA             JUDITH
    REGION CODE    ADDRESS   : 5797 NORTH MESA DRIVE
        02         CITY      :    CASTLE ROCK
                   STATE/ZIP : CO  80104
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,598.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,684.30  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 44.96400
    ----------------------------------------------------------------
0   0007709629     MORTGAGORS: KINDIG               GUY
                               KINDIG               KIMBERLY
    REGION CODE    ADDRESS   : 42 DAWN HEATH CIRCLE
        02         CITY      :    LITTLETON
                   STATE/ZIP : CO  80127
    MORTGAGE AMOUNT :   287,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,075.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,959.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 94.99000
    ----------------------------------------------------------------
0   0007709637     MORTGAGORS: HEATON               JEFFREY
                               HEATON               JOANNE
    REGION CODE    ADDRESS   : 6027 COLCHESTER ROAD
        02         CITY      :    FAIRFAX
                   STATE/ZIP : VA  22030
    MORTGAGE AMOUNT :   296,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    295,536.79  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,019.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,008,200.00
                               P & I AMT:     13,772.37
                               UPB AMT:   2,005,314.98

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           47
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709645     MORTGAGORS: HAMEL                BRAD
                               HAMEL                ADELE
    REGION CODE    ADDRESS   : 13419 QUEENSTOWN LANE
        02         CITY      :    DARNESTOWN
                   STATE/ZIP : MD  20874
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,372.53  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,751.67  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709652     MORTGAGORS: GORDON               ROGER

    REGION CODE    ADDRESS   : 4026 MACALPINE ROAD
        02         CITY      :    ELLICOTT CITY
                   STATE/ZIP : MD  21042
    MORTGAGE AMOUNT :   259,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    258,604.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,788.85  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.93827
    ----------------------------------------------------------------
0   0007709660     MORTGAGORS: BARNARD              JOSEPH
                               BARNARD              MARY
    REGION CODE    ADDRESS   : 6811 JEREMIAH COURT
        02         CITY      :    FAIRFAX STATION
                   STATE/ZIP : VA  22039
    MORTGAGE AMOUNT :   247,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,140.60  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,751.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0007709678     MORTGAGORS: STOCK                DOUGLAS
                               STOCK                KATHRYN
    REGION CODE    ADDRESS   : 14503 SEDONA WAY
        02         CITY      :    GAINESVILLE
                   STATE/ZIP : VA  22065
    MORTGAGE AMOUNT :   290,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    289,557.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,002.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 70.04800
    ----------------------------------------------------------------
0   0007709686     MORTGAGORS: PELLEGRINO           GREGORY
                               PELLEGRINO           MOIRA
    REGION CODE    ADDRESS   : 7766 VIRGINIA OAKS DRIVE
        02         CITY      :    GAINESVILLE
                   STATE/ZIP : VA  20155
    MORTGAGE AMOUNT :   306,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    306,295.57  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,041.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,363,300.00
                               P & I AMT:      9,336.42
                               UPB AMT:   1,360,970.63

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           48
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709694     MORTGAGORS: WATERS               MICHAEL
                               WATERS               NORENE
    REGION CODE    ADDRESS   : 1335 LE HAVRE COURT
        02         CITY      :    LIVERMORE
                   STATE/ZIP : CA  94550
    MORTGAGE AMOUNT :   255,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,384.60  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,717.98  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 78.46100
    ----------------------------------------------------------------
0   0007709702     MORTGAGORS: OSMAN                DAVID
                               OSMAN                ERICA
    REGION CODE    ADDRESS   : 2645 MEDIA WAY
        02         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95125
    MORTGAGE AMOUNT :   303,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    302,450.05  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,017.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709710     MORTGAGORS: BURTON               ERIK
                               BURTON               LAURA
    REGION CODE    ADDRESS   : 345 THIRTY-SECOND AVENUE
        02         CITY      :    SANTA CRUZ
                   STATE/ZIP : CA  95062
    MORTGAGE AMOUNT :   288,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,401.49  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,088.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007709728     MORTGAGORS: KAPTY                RYAN
                               KAPTY                MICHELLE
    REGION CODE    ADDRESS   : 492 DAISYFIELD DRIVE
        02         CITY      :    LIVERMORE
                   STATE/ZIP : CA  94550
    MORTGAGE AMOUNT :   255,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,200.02  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,743.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709736     MORTGAGORS: FORMICO              MELINDA

    REGION CODE    ADDRESS   : 5094 TRENARY WAY
        02         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95118
    MORTGAGE AMOUNT :   248,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,430.41  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,712.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,349,800.00
                               P & I AMT:      9,279.89
                               UPB AMT:   1,346,866.57

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           49
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709744     MORTGAGORS: WAKAYAMA             GEORGE
                               WAKAYAMA             KIMIE
    REGION CODE    ADDRESS   : 505 DARTMOUTH AVENUE
        02         CITY      :    SAN CARLOS
                   STATE/ZIP : CA  94070
    MORTGAGE AMOUNT :   356,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    355,634.24  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,370.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.16600
    ----------------------------------------------------------------
0   0007709751     MORTGAGORS: GONZALEZ             JOSE

    REGION CODE    ADDRESS   : 100 SOUTH KINGSTON STREET
        02         CITY      :    SAN MATEO
                   STATE/ZIP : CA  94401
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,593.12  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,773.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 78.78700
    ----------------------------------------------------------------
0   0007709777     MORTGAGORS: MASON                MARCIA
                               MASON                ALBERT
    REGION CODE    ADDRESS   : 1925 EAST OAKTON STREET
        02         CITY      :    ARLINGTON HEIGHTS
                   STATE/ZIP : IL  60004
    MORTGAGE AMOUNT :   244,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,618.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,664.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 70.72400
    ----------------------------------------------------------------
0   0007709785     MORTGAGORS: DONAHUE              BEVERLY

    REGION CODE    ADDRESS   : 9713 HEIRLOOM COURT
        02         CITY      :    LAS VEGAS
                   STATE/ZIP : NV  89134
    MORTGAGE AMOUNT :   248,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,611.90  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,691.80  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709793     MORTGAGORS: GUERRERO             LAWRENCE
                               GUERRERO             LISA
    REGION CODE    ADDRESS   : 3059 LAS MESITAS COURT
        02         CITY      :    SANTA ROSA
                   STATE/ZIP : CA  95405
    MORTGAGE AMOUNT :   414,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    413,335.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,789.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 76.38300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,522,250.00
                               P & I AMT:     10,289.30
                               UPB AMT:   1,519,793.34

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           50
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709819     MORTGAGORS: COGLIANESE           CHRISTOPHER
                               COGLIANESE           RAQUEL
    REGION CODE    ADDRESS   : 551 OSBORNE STREET
        02         CITY      :    VISTA
                   STATE/ZIP : CA  92084
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,724.49  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,075.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 76.00900
    ----------------------------------------------------------------
0   0007709827     MORTGAGORS: PERILLO              KEVIN
                               TEASTER              AMY
    REGION CODE    ADDRESS   : 574 CALERO AVENUE
        02         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95123
    MORTGAGE AMOUNT :   244,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,636.71  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,706.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709835     MORTGAGORS: VANDER HEYDEN        RORY
                               VANDER HEYDEN        JUDY
    REGION CODE    ADDRESS   : 2256 FLAGSTONE WAY
        02         CITY      :    CONCORD
                   STATE/ZIP : CA  94521
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,572.57  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,933.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709843     MORTGAGORS: AL-GHOSIEN           MOMIM
                               AL-GHOSIEN           DOROTHY
    REGION CODE    ADDRESS   : 26919 SOUTH EAST 22ND WAY
        02         CITY      :    ISSAQUAH
                   STATE/ZIP : WA  98029
    MORTGAGE AMOUNT :   380,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    379,375.22  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,528.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.17400
    ----------------------------------------------------------------
0   0007709850     MORTGAGORS: CANTU                DAVID
                               CANTU                CHERIE
    REGION CODE    ADDRESS   : 8225 NORTHEAST 124TH PLACE
        02         CITY      :    KIRKLAND
                   STATE/ZIP : WA  98034
    MORTGAGE AMOUNT :   287,950.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,521.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,013.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 89.99843
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,511,950.00
                               P & I AMT:     10,257.02
                               UPB AMT:   1,509,830.25

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           51
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709868     MORTGAGORS: BOUCHARD             RENA
                               BOUCHARD             MARC
    REGION CODE    ADDRESS   : 6210 146TH PLACE SE
        02         CITY      :    BELLEVUE
                   STATE/ZIP : WA  98006
    MORTGAGE AMOUNT :   265,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    264,852.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,742.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 74.73200
    ----------------------------------------------------------------
0   0007709876     MORTGAGORS: SENGUPTA             SAMUDRA

    REGION CODE    ADDRESS   : 13120 N.E. 117TH AVENUE
        02         CITY      :    KIRKLAND
                   STATE/ZIP : WA  98034
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,593.12  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,773.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 76.47200
    ----------------------------------------------------------------
0   0007709892     MORTGAGORS: SLOAN                BENJAMIN
                               SLOAN                ALEXANDRA
    REGION CODE    ADDRESS   : 514 NORTH HELBERTA AVENUE
        02         CITY      :    REDONDO BEACH
                   STATE/ZIP : CA  90277
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,608.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,705.44  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 70.42200
    ----------------------------------------------------------------
0   0007709900     MORTGAGORS: CREWS                GERALD
                               CREWS                KATHERINE
    REGION CODE    ADDRESS   : 2625 ANNANDALE
        02         CITY      :    TUSTIN
                   STATE/ZIP : CA  92782
    MORTGAGE AMOUNT :   364,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    363,413.39  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,483.13  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709918     MORTGAGORS: JOHNSON              ROGER
                               JOHNSON              PATRICIA
    REGION CODE    ADDRESS   : 51 SHEARWATER PLACE
        02         CITY      :    NEWPORT BEACH
                   STATE/ZIP : CA  92660
    MORTGAGE AMOUNT :   278,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,554.06  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,872.94  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 73.15700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,417,300.00
                               P & I AMT:      9,578.00
                               UPB AMT:   1,415,022.31

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           52
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709926     MORTGAGORS: MCDONALD             CLYDE
                               MCDONALD             DARCY
    REGION CODE    ADDRESS   : 911 NORTH RICHMAN AVENUE
        02         CITY      :    FULLERTON
                   STATE/ZIP : CA  92832
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,603.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,795.76  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709934     MORTGAGORS: TYSCH                BENJAMIN
                               ANDRES               RACHEL
    REGION CODE    ADDRESS   : 407 NORTH MCCADDEN PLACE
        02         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90004
    MORTGAGE AMOUNT :   650,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    648,874.58  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,270.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 76.92300
    ----------------------------------------------------------------
0   0007709942     MORTGAGORS: ASSAD                AHAMED
                               MELENEY-ASSAD        ROBIN
    REGION CODE    ADDRESS   : 5034 VISTA MONTANA
        02         CITY      :    YORBA LINDA
                   STATE/ZIP : CA  92886
    MORTGAGE AMOUNT :   293,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    292,338.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,000.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 63.73913
    ----------------------------------------------------------------
0   0007709959     MORTGAGORS: THELEN               JAMES
                               THELEN               DEANA
    REGION CODE    ADDRESS   : 5033 ASTER LANE
        02         CITY      :    YORBA LINDA
                   STATE/ZIP : CA  92886
    MORTGAGE AMOUNT :   276,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    275,609.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,977.30  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007709967     MORTGAGORS: BRUNDA               L.

    REGION CODE    ADDRESS   : 1620 DOROTHY LANE
        02         CITY      :    NEWPORT BEACH
                   STATE/ZIP : CA  92660
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,587.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,864.82  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 49.90700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,749,200.00
                               P & I AMT:     11,908.06
                               UPB AMT:   1,746,013.43

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           53
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007709975     MORTGAGORS: MCGAUGHY             CLEVE
                               MCGAUGHY             MARSHA
    REGION CODE    ADDRESS   : 11841 COLORIVER ROAD
        02         CITY      :    MANASSAS
                   STATE/ZIP : VA  20112
    MORTGAGE AMOUNT :   240,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    239,624.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,637.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 77.92207
    ----------------------------------------------------------------
0   0007709983     MORTGAGORS: MUILENBURG           TERRY
                               DEGRAW               CHRISTOPHER
    REGION CODE    ADDRESS   : 3625 N. UPLAND STREET
        02         CITY      :    ARLINGTON
                   STATE/ZIP : VA  22207
    MORTGAGE AMOUNT :   350,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    349,326.52  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,387.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.26881
    ----------------------------------------------------------------
0   0007709991     MORTGAGORS: COOLEY               JAMES
                               COOLEY               DIANNE
    REGION CODE    ADDRESS   : 1513 EAST SUNSET RIDGE ROAD
        02         CITY      :    HIGHLANDS RANCH
                   STATE/ZIP : CO  80126
    MORTGAGE AMOUNT :   265,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    264,994.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,833.06  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 89.99600
    ----------------------------------------------------------------
0   0007710023     MORTGAGORS: MAYES                ROBERT

    REGION CODE    ADDRESS   : 3407 LAKE POINT COVE
        02         CITY      :    MEMPHIS
                   STATE/ZIP : TN  38125
    MORTGAGE AMOUNT :   392,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    391,386.56  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,674.13  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710031     MORTGAGORS: DENTON               GREGORY
                               DENTON               STARLA
    REGION CODE    ADDRESS   : 2400 SUGAR RIDGE
        02         CITY      :    JONESBORO
                   STATE/ZIP : AR  72401
    MORTGAGE AMOUNT :   252,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,585.67  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,676.56  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,499,400.00
                               P & I AMT:     10,208.59
                               UPB AMT:   1,496,918.03

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           54
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007710049     MORTGAGORS: WILLIAMS             DARREN
                               WILLIAMS             RHONDA
    REGION CODE    ADDRESS   : 48 S. MCCALL CR.
        02         CITY      :    COLLIERVILLE
                   STATE/ZIP : TN  38017
    MORTGAGE AMOUNT :   232,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    232,385.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,587.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0007710056     MORTGAGORS: LA FLASH             HAROLD
                               LA FLASH             GRETA
    REGION CODE    ADDRESS   : 3243 ARBOR DRIVE
        02         CITY      :    PLEASANTON
                   STATE/ZIP : CA  94566
    MORTGAGE AMOUNT :   375,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    374,383.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,494.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0007710064     MORTGAGORS: BETANCOURT           MARK
                               BETANCOURT           KAREN
    REGION CODE    ADDRESS   : 24 SAW MILL LANE
        02         CITY      :    AVON
                   STATE/ZIP : CT  06001
    MORTGAGE AMOUNT :   245,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,866.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,673.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007710080     MORTGAGORS: SRIVASTAVA           AMIT
                               SRIVASTAVA           ALKA
    REGION CODE    ADDRESS   : 9 LAKE RIDGE CT.
        02         CITY      :    BURR RIDGE
                   STATE/ZIP : IL  60521
    MORTGAGE AMOUNT :   442,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    441,325.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,052.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710098     MORTGAGORS: FRILOUX              MARK
                               FRILOUX              SUSAN
    REGION CODE    ADDRESS   : 745 GREENBRIAR DRIVE
        02         CITY      :    COLUMBUS
                   STATE/ZIP : MS  39701
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    398,566.21  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,762.71  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 72.07200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,695,000.00
                               P & I AMT:     11,571.20
                               UPB AMT:   1,691,526.87

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           55
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007710106     MORTGAGORS: HOLIAN               WILLIAM
                               HOLIAN               JULIA
    REGION CODE    ADDRESS   : 4385 SNOWCLOUD COURT
        02         CITY      :    CONCORD
                   STATE/ZIP : CA  94518
    MORTGAGE AMOUNT :   271,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    270,796.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,896.27  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710114     MORTGAGORS: ENGLE                MARSHA
                               REINECKE             MARK
    REGION CODE    ADDRESS   : 170 FULLER LANE
        02         CITY      :    WINNETKA
                   STATE/ZIP : IL  60093
    MORTGAGE AMOUNT :   422,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    421,006.39  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,878.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 77.43100
    ----------------------------------------------------------------
0   0007710122     MORTGAGORS: GROSSI               JOHN
                               GROSSI               MARY
    REGION CODE    ADDRESS   : 2556 - 31ST AVENUE WEST
        02         CITY      :    SEATTLE
                   STATE/ZIP : WA  98199
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,190.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,887.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.41100
    ----------------------------------------------------------------
0   0007710130     MORTGAGORS: KINNEY               BRAD
                               KINNEY               LILLIAN
    REGION CODE    ADDRESS   : 86 BREVENSVILLE DRIVE
        02         CITY      :    SAN RAMON
                   STATE/ZIP : CA  94583
    MORTGAGE AMOUNT :   373,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    373,229.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,581.75  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.82600
    ----------------------------------------------------------------
0   0007710148     MORTGAGORS: YAMAMOTO             STEVEN

    REGION CODE    ADDRESS   : 9630 WARHAWK ROAD
        02         CITY      :    CONIFER
                   STATE/ZIP : CO  80433
    MORTGAGE AMOUNT :   279,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    276,042.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,903.27  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,616,000.00
                               P & I AMT:     11,147.96
                               UPB AMT:   1,610,265.20

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           56
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007710163     MORTGAGORS: GEROLD               JOHN
                               GEROLD               ANDREA
    REGION CODE    ADDRESS   : 3506 TAVENNER COURT
        02         CITY      :    OLNEY
                   STATE/ZIP : MD  20832
    MORTGAGE AMOUNT :   296,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    295,320.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,044.40  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710171     MORTGAGORS: PARKINSON            JANET
                               PARKINSON            THOMAS
    REGION CODE    ADDRESS   : 31 GRAVES ROAD
        02         CITY      :    WHITE SALMON
                   STATE/ZIP : WA  98672
    MORTGAGE AMOUNT :   347,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    346,262.33  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,338.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 66.75000
    ----------------------------------------------------------------
0   0007710197     MORTGAGORS: BARNHART             DAVID
                               BARNHART             LINDA
    REGION CODE    ADDRESS   : 34801 MATTHEWS ROAD
        02         CITY      :    EUGENE
                   STATE/ZIP : OR  97405
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,332.16  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,796.32  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 62.79000
    ----------------------------------------------------------------
0   0007710213     MORTGAGORS: LANIER               WILLIAM
                               STANSBURY            JODIE
    REGION CODE    ADDRESS   : 1338 NW SLOCUM WAY
        02         CITY      :    PORTLAND
                   STATE/ZIP : OR  97229
    MORTGAGE AMOUNT :   272,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    271,563.67  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,832.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710221     MORTGAGORS: BRYE                 PAMELA

    REGION CODE    ADDRESS   : 111 CROFTON HILL LANE
        02         CITY      :    ROCKVILLE
                   STATE/ZIP : MD  20850
    MORTGAGE AMOUNT :   245,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,427.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,672.70  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,430,300.00
                               P & I AMT:      9,684.42
                               UPB AMT:   1,426,906.21

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           57
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007710239     MORTGAGORS: MEDINA               DAVID
                               MEDINA               PIDILIA
    REGION CODE    ADDRESS   : 5565 DUNSBURRY COURT
        02         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95123
    MORTGAGE AMOUNT :   244,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,480.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,748.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710247     MORTGAGORS: HOUSE                CLARENCE
                               HOUSE                JUDITH
    REGION CODE    ADDRESS   : 9832 FOSBAK DRIVE
        02         CITY      :    VIENNA
                   STATE/ZIP : VA  22182
    MORTGAGE AMOUNT :   284,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    283,587.58  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,010.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710254     MORTGAGORS: HUIE                 GARY
                               HUIE                 JOANNE
    REGION CODE    ADDRESS   : 14 ELLEN COURT
        02         CITY      :    ORINDA
                   STATE/ZIP : CA  94563
    MORTGAGE AMOUNT :   367,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    366,610.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,473.90  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710270     MORTGAGORS: SPECTOR              DENIS
                               VAN GELDER           LINDA
    REGION CODE    ADDRESS   : 11 STATFORD GARDEN COURT
        02         CITY      :    SILVER SPRING
                   STATE/ZIP : MD  20904
    MORTGAGE AMOUNT :   246,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,602.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,657.35  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 73.87300
    ----------------------------------------------------------------
0   0007710288     MORTGAGORS: DOLLIN               BRUCE
                               DOLLIN               TAMRA
    REGION CODE    ADDRESS   : 3795 SOUTH HIBISCUS WAY
        02         CITY      :    DENVER
                   STATE/ZIP : CO  80237
    MORTGAGE AMOUNT :   242,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    241,415.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,630.40  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 74.46100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,383,200.00
                               P & I AMT:      9,519.84
                               UPB AMT:   1,379,696.94

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           58
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007710296     MORTGAGORS: BLAZ                 STEPHEN
                               BLAZ                 SHARI-ANN
    REGION CODE    ADDRESS   : 4155 BEACON PLACE
        02         CITY      :    BYRON
                   STATE/ZIP : CA  94514
    MORTGAGE AMOUNT :   278,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,964.33  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,899.18  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.56200
    ----------------------------------------------------------------
0   0007710304     MORTGAGORS: JOHNSON              RONALD
                               JOHNSON              KIM
    REGION CODE    ADDRESS   : 913 WEST JOMAX ROAD
        02         CITY      :    PHOENIX
                   STATE/ZIP : AZ  85027
    MORTGAGE AMOUNT :   430,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    429,012.35  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,969.91  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 71.66600
    ----------------------------------------------------------------
0   0007710312     MORTGAGORS: NORRIS               WESLEY
                               NORRIS               JOYCE
    REGION CODE    ADDRESS   : 7461 MILLER AVENUE
        02         CITY      :    GILROY
                   STATE/ZIP : CA  95020
    MORTGAGE AMOUNT :   350,550.00  OPTION TO CONVERT :
    UNPAID BALANCE :    350,001.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,391.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007710320     MORTGAGORS: LEVINE               ROGER
                               LEVINE               SUSAN
    REGION CODE    ADDRESS   : 2 COOKS FARM LANE
        02         CITY      :    LYNNFIELD
                   STATE/ZIP : MA  01940
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,530.53  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,046.53  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 72.28900
    ----------------------------------------------------------------
0   0007710338     MORTGAGORS: NAGEL                LORI

    REGION CODE    ADDRESS   : 2456 NW JOHNSON STREET
        02         CITY      :    PORTLAND
                   STATE/ZIP : OR  97210
    MORTGAGE AMOUNT :   456,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    454,598.48  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,227.54  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 76.63800
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,814,950.00
                               P & I AMT:     12,534.53
                               UPB AMT:   1,811,107.12

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           59
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007710353     MORTGAGORS: HAGEDORN             THOMAS

    REGION CODE    ADDRESS   : 3401 HOLLY STREET
        02         CITY      :    ALEXANDRIA
                   STATE/ZIP : VA  22305
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    399,447.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,900.28  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710361     MORTGAGORS: VANOSDALL            FREDERICK
                               VANOSDALL            DEBRA
    REGION CODE    ADDRESS   : 8540 EAST MCDOWELL ROAD #80
        02         CITY      :    MESA
                   STATE/ZIP : AZ  85207
    MORTGAGE AMOUNT :   278,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,374.39  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,920.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 89.10200
    ----------------------------------------------------------------
0   0007710379     MORTGAGORS: PENA                 FEDERICO
                               PENA                 ELLEN
    REGION CODE    ADDRESS   : 700 FRANKLIN STREET
        02         CITY      :    DENVER
                   STATE/ZIP : CO  80218
    MORTGAGE AMOUNT :   546,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    545,501.61  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,635.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710387     MORTGAGORS: HOWELLS              BLAKE
                               HOWELLS              ELIZABETH
    REGION CODE    ADDRESS   : 5309 DENTON DRIVE
        02         CITY      :    LAKE OSWEGO
                   STATE/ZIP : OR  97035
    MORTGAGE AMOUNT :   336,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    335,474.18  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,292.12  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710395     MORTGAGORS: MCCONNELL            ROBERT
                               BENOIT               DONNA
    REGION CODE    ADDRESS   : 25 WEYMOUTH STREET
        02         CITY      :    PROVIDENCE
                   STATE/ZIP : RI  02806
    MORTGAGE AMOUNT :   296,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    295,548.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,044.40  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,856,400.00
                               P & I AMT:     12,792.10
                               UPB AMT:   1,853,345.96

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           60
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007710403     MORTGAGORS: ALTO                 MICHAEL
                               ALTO                 ALLYSON
    REGION CODE    ADDRESS   : 18109 LINCOLN ROAD
        02         CITY      :    LINCOLN
                   STATE/ZIP : VA  20160
    MORTGAGE AMOUNT :   295,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    294,526.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,987.47  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.72973
    ----------------------------------------------------------------
0   0007710411     MORTGAGORS: MARTINI              MICHAEL
                               MARTINI              LAURA
    REGION CODE    ADDRESS   : 3674 GLENEAGLES DRIVE
        02         CITY      :    STOCKTON
                   STATE/ZIP : CA  95219
    MORTGAGE AMOUNT :   332,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    331,467.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,236.75  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710429     MORTGAGORS: WALDMAN              DONALD
                               BOYCE-WALDMAN        REBECCA
    REGION CODE    ADDRESS   : 875 AURORA AVENUE
        02         CITY      :    BOULDER
                   STATE/ZIP : CO  80302
    MORTGAGE AMOUNT :   291,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    290,555.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,009.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0007710437     MORTGAGORS: MCRAE                ESSIE

    REGION CODE    ADDRESS   : 5906 HOME WOOD COURT
        02         CITY      :    LANHAM
                   STATE/ZIP : MD  20706
    MORTGAGE AMOUNT :   237,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    236,629.12  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,616.76  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 86.18181
    ----------------------------------------------------------------
0   0007710445     MORTGAGORS: CIELIESKA            RONALD
                               CIELIESKA            CHRISTINE
    REGION CODE    ADDRESS   : 2342 NW BIRKENDENE STREET
        02         CITY      :    PORTLAND
                   STATE/ZIP : OR  97229
    MORTGAGE AMOUNT :   305,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    304,780.71  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,084.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 89.98500
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,460,500.00
                               P & I AMT:      9,934.90
                               UPB AMT:   1,457,959.81

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           61
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007710452     MORTGAGORS: REECE                DEAN
                               REECE                GINA
    REGION CODE    ADDRESS   : 25977 NE BUTTEVILLE ROAD
        02         CITY      :    AURORA
                   STATE/ZIP : OR  97002
    MORTGAGE AMOUNT :   404,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    404,066.68  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,760.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.92800
    ----------------------------------------------------------------
0   0007710460     MORTGAGORS: STERLING             ROGER
                               STERLING             VICKI
    REGION CODE    ADDRESS   : 23643 NORTH 83RD PLACE
        02         CITY      :    SCOTTSDALE
                   STATE/ZIP : AZ  85255
    MORTGAGE AMOUNT :   312,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    311,499.50  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,102.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 68.12200
    ----------------------------------------------------------------
0   0007710478     MORTGAGORS: BARHAM               WILLIAM
                               BARHAM               EDNA
    REGION CODE    ADDRESS   : 610 15TH STREET NE
        02         CITY      :    SALEM
                   STATE/ZIP : OR  97301
    MORTGAGE AMOUNT :   336,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    335,228.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,320.67  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710494     MORTGAGORS: SKAWSKI              JOHN
                               SKAWSKI              SANDRA
    REGION CODE    ADDRESS   : 565 FAIRVIEW AVENUE
        02         CITY      :    ELMHURST
                   STATE/ZIP : IL  60126
    MORTGAGE AMOUNT :   278,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    278,174.70  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,924.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.60000
    ----------------------------------------------------------------
0   0007710502     MORTGAGORS: BEAUBIEN             RANDALL

    REGION CODE    ADDRESS   : 240 CRYSTAL PARK ROAD
        02         CITY      :    MANITOU SPRINGS
                   STATE/ZIP : CO  80829
    MORTGAGE AMOUNT :   275,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    275,058.05  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,856.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 62.61363
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,606,800.00
                               P & I AMT:     10,963.78
                               UPB AMT:   1,604,027.20

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           62
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007710528     MORTGAGORS: XU                   QIANG
                               LIU                  SHERRY
    REGION CODE    ADDRESS   : 13571 MYREN DRIVE
        02         CITY      :    SARATOGA
                   STATE/ZIP : CA  95070
    MORTGAGE AMOUNT :   439,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    438,512.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,996.12  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710536     MORTGAGORS: JOHNSON              ANTHONY
                               JOHNSON              TAMMY
    REGION CODE    ADDRESS   : 1318 BRUNSWICK DRIVE
        02         CITY      :    SYKESVILLE
                   STATE/ZIP : MD  21784
    MORTGAGE AMOUNT :   249,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    248,041.21  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,930.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/18
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 73.23529
    ----------------------------------------------------------------
0   0007710544     MORTGAGORS: THURMAN              CAROLE

    REGION CODE    ADDRESS   : 15926 SW DOZIER WAY
        02         CITY      :    TIGARD
                   STATE/ZIP : OR  97224
    MORTGAGE AMOUNT :   268,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    268,079.05  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,831.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0007710551     MORTGAGORS: DOLAN                BRIAN

    REGION CODE    ADDRESS   : 4 HOPESTILL BROWN ROAD
        02         CITY      :    SUDBURY
                   STATE/ZIP : MA  01776
    MORTGAGE AMOUNT :   416,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    415,348.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,837.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710569     MORTGAGORS: FALK                 ARTHUR
                               FALK                 KATHLEEN
    REGION CODE    ADDRESS   : 17220 NE 226TH STREET
        02         CITY      :    BATTLE GROUND
                   STATE/ZIP : WA  98604
    MORTGAGE AMOUNT :   249,450.00  OPTION TO CONVERT :
    UNPAID BALANCE :    248,790.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,722.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 73.36700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,622,150.00
                               P & I AMT:     11,319.02
                               UPB AMT:   1,618,772.33

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           63
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007710577     MORTGAGORS: SCHWERDTFEGER        DAVID
                               SCHWERDTFEGER        JENNIFER
    REGION CODE    ADDRESS   : 1623 ETON WAY
        02         CITY      :    CROFTON
                   STATE/ZIP : MD  21114
    MORTGAGE AMOUNT :   236,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    235,648.61  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,650.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710585     MORTGAGORS: FOX                  THOMAS
                               FOX                  ROSEMARY
    REGION CODE    ADDRESS   : 4322 DEVONSHIRE
        02         CITY      :    TROY
                   STATE/ZIP : MI  48098
    MORTGAGE AMOUNT :   316,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    316,072.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,188.06  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 74.54100
    ----------------------------------------------------------------
0   0007710593     MORTGAGORS: FIELDS               ROY
                               FIELDS               JOAN
    REGION CODE    ADDRESS   : 27 SISKIN LANE
        02         CITY      :    SUNRIVER
                   STATE/ZIP : OR  97707
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,747.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,970.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 77.12000
    ----------------------------------------------------------------
0   0007710601     MORTGAGORS: JONES                W.H.

    REGION CODE    ADDRESS   : 3 KEY COURT
        02         CITY      :    NEWPORT
                   STATE/ZIP : RI  02840
    MORTGAGE AMOUNT :   283,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    282,599.23  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,027.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 84.73053
    ----------------------------------------------------------------
0   0007710619     MORTGAGORS: KUPFER               GARY
                               KUPFER               MICHELE
    REGION CODE    ADDRESS   : 1277 MOUNTAIN ROAD
        02         CITY      :    CHARLOTTESVILLE
                   STATE/ZIP : VA  22901
    MORTGAGE AMOUNT :   277,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,431.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,825.61  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.98800
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,413,700.00
                               P & I AMT:      9,662.06
                               UPB AMT:   1,411,499.89

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           64
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007710627     MORTGAGORS: DIEHL                WILLIAM
                               DIEHL                ANITA
    REGION CODE    ADDRESS   : 20277 COCKRILL PLACE
        02         CITY      :    PURCELLVILLE
                   STATE/ZIP : VA  20132
    MORTGAGE AMOUNT :   264,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    263,496.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,823.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710635     MORTGAGORS: BECHT                RICHARD
                               BECHT                LINDA
    REGION CODE    ADDRESS   : 16 TWIXT HILL ROAD
        02         CITY      :    RIDGEFIELD
                   STATE/ZIP : CT  06877
    MORTGAGE AMOUNT :   236,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    235,830.35  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,611.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 68.46300
    ----------------------------------------------------------------
0   0007710650     MORTGAGORS: LIVINGSTON           EDWIN
                               LIVINGSTON           CANDACE
    REGION CODE    ADDRESS   : 4010 WELLINGTON PLACE
        02         CITY      :    LAFAYETTE
                   STATE/ZIP : CA  94549
    MORTGAGE AMOUNT :   325,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    324,448.24  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,244.70  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 66.32653
    ----------------------------------------------------------------
0   0007710668     MORTGAGORS: EVANS                MICHAEL

    REGION CODE    ADDRESS   : 236 ELM STREET
        02         CITY      :    DENVER
                   STATE/ZIP : CO  80220
    MORTGAGE AMOUNT :   274,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    273,443.07  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,869.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.27400
    ----------------------------------------------------------------
0   0007710676     MORTGAGORS: TAMBAKERAS           MARKOS
                               TAMBAKERAS           PAMELA
    REGION CODE    ADDRESS   : 6815 EAST CABALLO DRIVE
        02         CITY      :    PARADISE VALLEY
                   STATE/ZIP : AZ  85253
    MORTGAGE AMOUNT :   650,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    648,982.80  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,434.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 59.09000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,749,200.00
                               P & I AMT:     11,982.72
                               UPB AMT:   1,746,200.83

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           65
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007710692     MORTGAGORS: BAUMAN               MERRILL
                               BAUMAN               PATRICIA
    REGION CODE    ADDRESS   : 2065 LILLI LANE
        02         CITY      :    LAKE OSWEGO
                   STATE/ZIP : OR  97034
    MORTGAGE AMOUNT :   275,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    274,558.86  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,852.73  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 73.33300
    ----------------------------------------------------------------
0   0007710700     MORTGAGORS: PANCOAST             MARK
                               PANCOAST             LESLIE
    REGION CODE    ADDRESS   : 5844 LYNDA COURT
        02         CITY      :    LIVERMORE
                   STATE/ZIP : CA  94550
    MORTGAGE AMOUNT :   331,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    330,681.70  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,259.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710718     MORTGAGORS: MCKEE                RALPH
                               MCKEE                JULIE
    REGION CODE    ADDRESS   : 3872 MEADOW VIEW DRIVE
        02         CITY      :    EUGENE
                   STATE/ZIP : OR  97408
    MORTGAGE AMOUNT :   294,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    293,528.38  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,980.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710726     MORTGAGORS: BICKLEY              ROBERT
                               BICKLEY              EILEEN
    REGION CODE    ADDRESS   : 8315 NORTH CHARLES DRIVE
        02         CITY      :    PARADISE VALLEY
                   STATE/ZIP : AZ  85253
    MORTGAGE AMOUNT :   459,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    458,263.70  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,092.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 76.50000
    ----------------------------------------------------------------
0   0007710734     MORTGAGORS: YOUKER               JAMES
                               YOUKER               CHRISTINE
    REGION CODE    ADDRESS   : 19 BRIDLE GATE LANE
        02         CITY      :    LITTLETON
                   STATE/ZIP : CO  80127
    MORTGAGE AMOUNT :   289,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    288,580.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,045.53  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 86.26800
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,648,200.00
                               P & I AMT:     11,230.74
                               UPB AMT:   1,645,612.96

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           66
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007710742     MORTGAGORS: GLIMME               JAMES
                               GLIMME               NANCY
    REGION CODE    ADDRESS   : 118 VALLE VERDE COURT
        02         CITY      :    DANVILLE
                   STATE/ZIP : CA  94526
    MORTGAGE AMOUNT :   291,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    290,866.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,036.82  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 77.68000
    ----------------------------------------------------------------
0   0007710759     MORTGAGORS: MATTOCKS             MYRON
                               MATTOCKS             DEBORAH
    REGION CODE    ADDRESS   : 169 BROOKSIDE PLACE
        02         CITY      :    DANVILLE
                   STATE/ZIP : CA  94526
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    399,404.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,796.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007710767     MORTGAGORS: STONE                WILLIAM
                               STONE                DANA
    REGION CODE    ADDRESS   : 416 WAWONA LANE
        02         CITY      :    CLAYTON
                   STATE/ZIP : CA  94517
    MORTGAGE AMOUNT :   334,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    333,739.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,278.47  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 78.58823
    ----------------------------------------------------------------
0   0007710775     MORTGAGORS: SHACKLETT            PAUL
                               KIRKPATRICK          JOE
    REGION CODE    ADDRESS   : 2824 POLO CLUB ROAD
        02         CITY      :    NASHVILLE
                   STATE/ZIP : TN  37221
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,293.66  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,046.53  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 69.84800
    ----------------------------------------------------------------
0   0007710890     MORTGAGORS: MADDEN               JAMES

    REGION CODE    ADDRESS   : 5258 GREENWILLOW LANE
        02         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92130
    MORTGAGE AMOUNT :   600,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    599,050.77  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,045.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.97800
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,925,800.00
                               P & I AMT:     13,204.37
                               UPB AMT:   1,922,354.57

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           67
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007712698     MORTGAGORS: FENN                 RONALD
                               FENN                 JOANNE
    REGION CODE    ADDRESS   : 290 CHICORY LANE
        02         CITY      :    EL CAJON
                   STATE/ZIP : CA  92021
    MORTGAGE AMOUNT :   266,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    266,171.82  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,820.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007713092     MORTGAGORS: BISSELL              RONALD
                               BISSELL              SUZETTE
    REGION CODE    ADDRESS   : 136 CAMINO BARRANCA ST.
        02         CITY      :    EL PASO
                   STATE/ZIP : TX  79120
    MORTGAGE AMOUNT :   248,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,034.01  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,935.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      8.00000  MATURITY DATE     :   10/01/22
    CURRENT INT RATE:      8.00000  PRODUCT CODE      :   002
    LTV :                 55.11100
    ----------------------------------------------------------------
0   0007713662     MORTGAGORS: STRANGMAN            RALPH
                               STRANGMAN            ELIZABETH
    REGION CODE    ADDRESS   : 30 HAMILTON ROAD
        02         CITY      :    WEST PEABODY
                   STATE/ZIP : MA  01960
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,283.64  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,995.91  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007716087     MORTGAGORS: CLARE                ROGER
                               CLARE                CYNTHIA
    REGION CODE    ADDRESS   : 7729 ISLAND CREEK COURT
        02         CITY      :    ALEXANDRIA
                   STATE/ZIP : VA  22315
    MORTGAGE AMOUNT :   281,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    280,247.28  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,290.13  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/18
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007717085     MORTGAGORS: LAM                  MICHAEL
                               LAM                  WANDA
    REGION CODE    ADDRESS   : 1536 SOUTH WALNUT STREET
        02         CITY      :    SAN GABRIEL
                   STATE/ZIP : CA  91776
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,499.22  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,182.97  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,416,400.00
                               P & I AMT:     10,224.14
                               UPB AMT:   1,412,235.97

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           68
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007719396     MORTGAGORS: LONG                 DONALD
                               LONG                 ANN
    REGION CODE    ADDRESS   : 38923 NORTH BAY
        01         CITY      :    BIG BEAR LAKE
                   STATE/ZIP : CA  92315
    MORTGAGE AMOUNT :   592,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    588,732.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,296.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   02/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0007719404     MORTGAGORS: CURRIER              EARLE
                               CURRIER              DONNA
    REGION CODE    ADDRESS   : 310 WEST SANTA  INEZ AVENUE
        01         CITY      :    HILLSBOROUGH
                   STATE/ZIP : CA  94010
    MORTGAGE AMOUNT :   290,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    289,733.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,005.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 13.50697
    ----------------------------------------------------------------
0   0007719438     MORTGAGORS: SCHNAID              CHARLES
                               SCHNAID              ANN
    REGION CODE    ADDRESS   : 13419 GALEWOOD STREET
        01         CITY      :    (SHERMAN OAKS AREA) LOS A
                   STATE/ZIP : CA  91423
    MORTGAGE AMOUNT :   500,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    498,464.07  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,453.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 71.42800
    ----------------------------------------------------------------
0   0007719446     MORTGAGORS: SAMUELS              THOMAS
                               SAMUELS              ANITA
    REGION CODE    ADDRESS   : 195 FISHERMANS BEACH ROAD
        01         CITY      :    CUTCHOGUE
                   STATE/ZIP : NY  11935
    MORTGAGE AMOUNT :   330,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    329,242.05  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,279.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 44.00000
    ----------------------------------------------------------------
0   0007719453     MORTGAGORS: GUILLOZ              CHARLES
                               GUILLOZ              DEBORAH
    REGION CODE    ADDRESS   : 9 EDGEMERE DRIVE
        01         CITY      :    SOUTHAMPTON
                   STATE/ZIP : NY  11968
    MORTGAGE AMOUNT :   500,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    498,851.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,453.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 45.45400
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,212,900.00
                               P & I AMT:     15,487.75
                               UPB AMT:   2,205,023.07

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           69
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007719461     MORTGAGORS: RUSTOMJI             SAM
                               RUSTOMJI             MEHER
    REGION CODE    ADDRESS   : 12248 RIDGE DRIVE
        01         CITY      :    CAMARILLO
                   STATE/ZIP : CA  93012
    MORTGAGE AMOUNT :   325,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    324,528.05  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,300.33  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 51.66900
    ----------------------------------------------------------------
0   0007719487     MORTGAGORS: PON                  GARY
                               PON                  LILLIAN
    REGION CODE    ADDRESS   : 12 CORLISS DRIVE
        01         CITY      :    MORAGA
                   STATE/ZIP : CA  94556
    MORTGAGE AMOUNT :   277,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,076.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,916.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 59.04200
    ----------------------------------------------------------------
0   0007719495     MORTGAGORS: NINO                 MICHAEL
                               NINO                 TRACY
    REGION CODE    ADDRESS   : 111 BEST ROAD
        01         CITY      :    HOLLISTER
                   STATE/ZIP : CA  95023
    MORTGAGE AMOUNT :   454,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    452,849.18  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,982.46  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 33.93100
    ----------------------------------------------------------------
0   0007719503     MORTGAGORS: WILLIS               OTHA
                               WILLIS               BETTY
    REGION CODE    ADDRESS   : 5386 WEST AMBERWOOD DRIVE
        01         CITY      :    INGLEWOOD
                   STATE/ZIP : CA  90302
    MORTGAGE AMOUNT :   294,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    293,660.47  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,109.84  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0007719511     MORTGAGORS: ROARK                RICHARD

    REGION CODE    ADDRESS   : 2374 S. DOVER COURT
        01         CITY      :    LAKEWOOD
                   STATE/ZIP : CO  80227
    MORTGAGE AMOUNT :   268,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,369.01  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,828.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,619,000.00
                               P & I AMT:     11,137.49
                               UPB AMT:   1,615,483.11

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           70
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007719529     MORTGAGORS: LEVITT               IRENE

    REGION CODE    ADDRESS   : 10246 N. 103RD  PLACE
        01         CITY      :    SCOTTSDALE
                   STATE/ZIP : AZ  85258
    MORTGAGE AMOUNT :   370,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    368,834.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,524.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 71.15300
    ----------------------------------------------------------------
0   0007719537     MORTGAGORS: BARNES               DONNA

    REGION CODE    ADDRESS   : 158 LAMOUR DRIVE
        01         CITY      :    LA CANADA FLINTRIDGE
                   STATE/ZIP : CA  91011
    MORTGAGE AMOUNT :   308,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    307,529.84  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,127.28  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 77.00000
    ----------------------------------------------------------------
0   0007719545     MORTGAGORS: BASSIN               ADRIANA

    REGION CODE    ADDRESS   : 12303 TIARA STREET
        01         CITY      :    LOS ANGELES NORTH HOLLYWO
                   STATE/ZIP : CA  91607
    MORTGAGE AMOUNT :   292,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    291,146.53  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,066.76  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007719578     MORTGAGORS: COLOMBANA            DAVID
                               COLOMBANA            KIMBERLY
    REGION CODE    ADDRESS   : 610 GALEN DRIVE
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95123
    MORTGAGE AMOUNT :   262,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    261,732.39  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,857.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0007719594     MORTGAGORS: KARNO                GABRIELLE

    REGION CODE    ADDRESS   : 1053 AMOROSO PLACE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90291
    MORTGAGE AMOUNT :   275,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    274,569.66  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,875.99  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.25000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,507,500.00
                               P & I AMT:     10,452.04
                               UPB AMT:   1,503,813.38

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           71
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007719602     MORTGAGORS: NYE                  JIM
                               NYE                  SYLVIA
    REGION CODE    ADDRESS   : 1492 COLUMBIA CIRCLE
        01         CITY      :    PLACENTIA
                   STATE/ZIP : CA  92870
    MORTGAGE AMOUNT :   271,350.00  OPTION TO CONVERT :
    UNPAID BALANCE :    270,945.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,897.32  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007719644     MORTGAGORS: ZIMMERMAN            CARL
                               ZIMMERMAN            MARSHA
    REGION CODE    ADDRESS   : 1051 FINROD COURT
        01         CITY      :    WESTLAKE VILLAGE
                   STATE/ZIP : CA  91361
    MORTGAGE AMOUNT :   282,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    281,339.62  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,001.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   05/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007719651     MORTGAGORS: WERNER               JOSEPH
                               WERNER               ELEANOR
    REGION CODE    ADDRESS   : 4720 WINNETKA AVENUE
        01         CITY      :    WOODLAND HILLS AREA
                   STATE/ZIP : CA  91364
    MORTGAGE AMOUNT :   255,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,610.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,761.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 49.51400
    ----------------------------------------------------------------
0   0007719669     MORTGAGORS: WADE                 WAYNE
                               WADE                 RUTH
    REGION CODE    ADDRESS   : 2450 IVY ROAD
        01         CITY      :    OCEANSIDE
                   STATE/ZIP : CA  92054
    MORTGAGE AMOUNT :   272,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    271,375.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,878.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 72.53300
    ----------------------------------------------------------------
0   0007719677     MORTGAGORS: WRONA                JOHN
                               WRONA                NITA
    REGION CODE    ADDRESS   : RT. 2, BOX 5 WINERY CANYON ROAD
        01         CITY      :    TEMPLETON
                   STATE/ZIP : CA  93465
    MORTGAGE AMOUNT :   560,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    558,806.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,011.91  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,641,150.00
                               P & I AMT:     11,550.74
                               UPB AMT:   1,637,078.17

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           72
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007719685     MORTGAGORS: RADOVILSKY           JOSEPH
                               LYPIAVKA             YELENA
    REGION CODE    ADDRESS   : 1711 38TH AVENUE
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94122
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,453.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,769.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 74.62600
    ----------------------------------------------------------------
0   0007719701     MORTGAGORS: GINNOLD              ALEXANDER
                               GINNOLD              IVETTE
    REGION CODE    ADDRESS   : 465 28TH AVENUE
        01         CITY      :    MARINA DEL REY AREA, LOS
                   STATE/ZIP : CA  90291
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,542.04  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,072.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 76.92300
    ----------------------------------------------------------------
0   0007719727     MORTGAGORS: DORFMAN              PETER
                               DORFMAN              OLIVIA
    REGION CODE    ADDRESS   : 18 MCCATHARN ROAD
        01         CITY      :    CLINTON TOWNSHIP
                   STATE/ZIP : NJ  08833
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,445.90  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,862.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007719735     MORTGAGORS: CASTRO               LYNNE
                               CASTRO               JOSE
    REGION CODE    ADDRESS   : 41 LEDGE LANE
        01         CITY      :    STAMFORD
                   STATE/ZIP : CT  06905
    MORTGAGE AMOUNT :   242,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    241,326.56  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,697.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   03/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007719743     MORTGAGORS: GORDON               SHAWN
                               GORDON               BECKA
    REGION CODE    ADDRESS   : 38561 FAREWELL DRIVE
        01         CITY      :    FREMONT
                   STATE/ZIP : CA  94536
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,530.53  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,046.53  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 76.92300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,352,800.00
                               P & I AMT:      9,448.41
                               UPB AMT:   1,349,298.75

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           73
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007719750     MORTGAGORS: MILLICAN             JOHN
                               MILLICAN             KATHY
    REGION CODE    ADDRESS   : 15936 CALUMET COURT
        01         CITY      :    RIVERSIDE
                   STATE/ZIP : CA  92506
    MORTGAGE AMOUNT :   246,150.00  OPTION TO CONVERT :
    UNPAID BALANCE :    245,638.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,784.76  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007719768     MORTGAGORS: FORSTER              BRIAN

    REGION CODE    ADDRESS   : 5484 INDIAN TRAIL COURT
        01         CITY      :    THOUSAND OAKS WESTLAKE VI
                   STATE/ZIP : CA  91362
    MORTGAGE AMOUNT :   447,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    446,621.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,168.09  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 66.31100
    ----------------------------------------------------------------
0   0007719776     MORTGAGORS: HAZER                ERIC
                               GARCIA-HAZER         SHARON
    REGION CODE    ADDRESS   : 1401 HARTWICK AVENUE
        01         CITY      :    TURLOCK
                   STATE/ZIP : CA  95382
    MORTGAGE AMOUNT :   249,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    248,428.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,719.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 76.61500
    ----------------------------------------------------------------
0   0007719784     MORTGAGORS: BEALE                JOHN
                               BONNER               MEGAN
    REGION CODE    ADDRESS   : 10045 SUNSET AVENUE
        01         CITY      :    LA MESA
                   STATE/ZIP : CA  91941
    MORTGAGE AMOUNT :   311,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    311,101.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,180.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.98900
    ----------------------------------------------------------------
0   0007719792     MORTGAGORS: TAYLOR               DOUGLAS
                               TAYLOR               ROBYN
    REGION CODE    ADDRESS   : 22622  SWEET MEADOW
        01         CITY      :    MISSION VIEJO
                   STATE/ZIP : CA  92692
    MORTGAGE AMOUNT :   315,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    314,519.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,175.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 71.59000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,569,550.00
                               P & I AMT:     11,028.41
                               UPB AMT:   1,566,309.11

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           74
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007719800     MORTGAGORS: JONES                JULIE

    REGION CODE    ADDRESS   : 7516 WOODROW WILSON DRIVE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90046
    MORTGAGE AMOUNT :   343,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    342,411.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,370.40  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007719818     MORTGAGORS: KAGEYAMA             MARGIE

    REGION CODE    ADDRESS   : 19052 PACIFIC COAST HIGHWAY
        01         CITY      :    MALIBU
                   STATE/ZIP : CA  90265
    MORTGAGE AMOUNT :   560,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    559,543.60  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,921.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007719826     MORTGAGORS: IVY                  ROBERT
                               IVY                  BEVERLY
    REGION CODE    ADDRESS   : 21925 VIA DEL LAGO
        01         CITY      :    TRABUCO CANYON AREA
                   STATE/ZIP : CA  92679
    MORTGAGE AMOUNT :   368,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    367,133.55  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,510.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 77.47300
    ----------------------------------------------------------------
0   0007719834     MORTGAGORS: PORCELL              GASPAR
                               PORCELL              CINDY
    REGION CODE    ADDRESS   : 3642 MALAFIA DRIVE
        01         CITY      :    GLENDALE
                   STATE/ZIP : CA  91208
    MORTGAGE AMOUNT :   245,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,635.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,713.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 77.04400
    ----------------------------------------------------------------
0   0007719842     MORTGAGORS: SHUKAT               CHARLES
                               SHUKAT               AMY
    REGION CODE    ADDRESS   : 16633 WEST SUNSET BOULEVARD
        01         CITY      :    (PACIFIC PALISADES AREA)
                   STATE/ZIP : CA  90272
    MORTGAGE AMOUNT :   322,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    321,777.47  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,254.97  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,839,500.00
                               P & I AMT:     12,770.06
                               UPB AMT:   1,835,501.54

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           75
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007719859     MORTGAGORS: DUNCAN               CHARLES
                               DUNCAN               NANCY
    REGION CODE    ADDRESS   : 15510 VIA EDUARDO
        01         CITY      :    MORGAN HILL
                   STATE/ZIP : CA  95037
    MORTGAGE AMOUNT :   304,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    303,352.16  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,177.90  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 78.96100
    ----------------------------------------------------------------
0   0007719867     MORTGAGORS: VELASCO              VALERIA
                               VELASCO              FRANK
    REGION CODE    ADDRESS   : 7544 TRASK AVENUE
        01         CITY      :    PLAYA DEL REY AREA
                   STATE/ZIP : CA  90293
    MORTGAGE AMOUNT :   355,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    354,662.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,425.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007719875     MORTGAGORS: IRWIN                DANIEL
                               SIEFERT-IRWIN        EDITH
    REGION CODE    ADDRESS   : 19514 BOWERS DRIVE
        01         CITY      :    TOPANGA
                   STATE/ZIP : CA  90292
    MORTGAGE AMOUNT :   346,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    345,335.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,392.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007719891     MORTGAGORS: MAI                  PAUL
                               MAI                  HONG
    REGION CODE    ADDRESS   : 2899 MAYGLEN COURT
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95133
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,424.62  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,934.32  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 74.79200
    ----------------------------------------------------------------
0   0007719909     MORTGAGORS: ORDUBEGIAN           MEROOJOHN

    REGION CODE    ADDRESS   : 1001 SAINT MARTIN LANE
        01         CITY      :    GLENDALE
                   STATE/ZIP : CA  91206
    MORTGAGE AMOUNT :   236,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    235,457.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,629.99  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,511,900.00
                               P & I AMT:     10,559.85
                               UPB AMT:   1,508,233.64

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           76
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007719917     MORTGAGORS: LANE                 ROGER
                               LANE                 KARA
    REGION CODE    ADDRESS   : 4682 KENNINGTON DRIVE
        01         CITY      :    SANTA MARIA
                   STATE/ZIP : CA  93455
    MORTGAGE AMOUNT :   323,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    322,007.75  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,230.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 89.72200
    ----------------------------------------------------------------
0   0007719933     MORTGAGORS: HUBBARD              ROBERT

    REGION CODE    ADDRESS   : 1806 VALLE VISTA DRIVE
        01         CITY      :    REDLANDS
                   STATE/ZIP : CA  92373
    MORTGAGE AMOUNT :   428,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    426,652.31  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,919.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007719941     MORTGAGORS: LOLLEY               RAYMOND
                               JENKS                RENA
    REGION CODE    ADDRESS   : 1513 HAVASU PLACE
        01         CITY      :    PLACENTIA
                   STATE/ZIP : CA  92870
    MORTGAGE AMOUNT :   264,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    263,365.79  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,914.91  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0007719966     MORTGAGORS: PAPE                 PHILIP
                               PAPE                 KIM
    REGION CODE    ADDRESS   : 345 WALNUT STRET
        01         CITY      :    ENGLEWOOD
                   STATE/ZIP : NJ  07631
    MORTGAGE AMOUNT :   620,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    618,575.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,282.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 34.15978
    ----------------------------------------------------------------
0   0007719982     MORTGAGORS: WALKER               JEFFREY
                               WALKER               TERESA
    REGION CODE    ADDRESS   : 3415 EAST WOODBINE ROAD
        01         CITY      :    ORANGE
                   STATE/ZIP : CA  92867
    MORTGAGE AMOUNT :   637,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    636,120.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,618.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 70.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,272,100.00
                               P & I AMT:     15,966.40
                               UPB AMT:   2,266,722.19

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           77
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007719990     MORTGAGORS: PAVLIDES             ZACHARY
                               PAVLIDES             SOCORRO
    REGION CODE    ADDRESS   : 311 VISTA TRUCHA
        01         CITY      :    NEWPORT BEACH
                   STATE/ZIP : CA  92660
    MORTGAGE AMOUNT :   355,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    354,662.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,425.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007720022     MORTGAGORS: BOWSMAN              MARIE

    REGION CODE    ADDRESS   : 22731 ECCLES STREET
        01         CITY      :    WEST HILLS
                   STATE/ZIP : CA  91304
    MORTGAGE AMOUNT :   243,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    242,694.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,763.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0007720030     MORTGAGORS: OLSON                NANCY

    REGION CODE    ADDRESS   : 4917 VIRO ROAD
        01         CITY      :    LA CANADA-FLINTRIDGE
                   STATE/ZIP : CA  91011
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,310.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,072.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720048     MORTGAGORS: FRIEDLE              WILLIAM

    REGION CODE    ADDRESS   : 382 LAKE RESORT ROAD
        01         CITY      :    LAKE ARROWHEAD
                   STATE/ZIP : CA  92352
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,206.71  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,072.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 76.92300
    ----------------------------------------------------------------
0   0007720055     MORTGAGORS: KUTCHER              WILLIAM
                               KUTCHER              DEBRA
    REGION CODE    ADDRESS   : 919 SHERLOCK DRIVE
        01         CITY      :    BURBANK
                   STATE/ZIP : CA  91501
    MORTGAGE AMOUNT :   291,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    291,076.70  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,063.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 71.97500
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,490,200.00
                               P & I AMT:     10,395.79
                               UPB AMT:   1,486,951.92

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           78
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007720071     MORTGAGORS: CARRUBBA             DUANE

    REGION CODE    ADDRESS   : 144 LYNN DRIVE
        01         CITY      :    MONROE
                   STATE/ZIP : CT  06468
    MORTGAGE AMOUNT :   368,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    367,133.56  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,510.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720089     MORTGAGORS: VIDOR                ALICE

    REGION CODE    ADDRESS   : 16625 MARQUEZ TERRACE
        01         CITY      :    LOS ANGELES PACIFIC PALIS
                   STATE/ZIP : CA  90272
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    399,374.05  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,728.71  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 54.86900
    ----------------------------------------------------------------
0   0007720097     MORTGAGORS: LONG                 ANTHONY
                               TASHIMA              PATRICIA
    REGION CODE    ADDRESS   : 250 RANDALL STREET
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94131
    MORTGAGE AMOUNT :   365,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    364,140.64  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,489.94  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 73.00000
    ----------------------------------------------------------------
0   0007720105     MORTGAGORS: NGAN                 JOHN
                               KO                   HETTY
    REGION CODE    ADDRESS   : 1400 SANTA TERESA STREET
        01         CITY      :    SOUTH PASADENA
                   STATE/ZIP : CA  91030
    MORTGAGE AMOUNT :   384,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    383,095.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,619.56  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720113     MORTGAGORS: MARINO               STEVEN
                               NOEL-MARINO          BARBARA
    REGION CODE    ADDRESS   : 26984 SAFIRO
        01         CITY      :    MISSION VIEJO
                   STATE/ZIP : CA  92691
    MORTGAGE AMOUNT :   243,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    242,619.73  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,657.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 70.43400
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,760,000.00
                               P & I AMT:     12,006.31
                               UPB AMT:   1,756,363.86

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           79
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007720121     MORTGAGORS: SHUKLA               JAYANT
                               LU                   WEN
    REGION CODE    ADDRESS   : 124 VISTA CIRCLE DRIVE
        01         CITY      :    SIERRA MADRE
                   STATE/ZIP : CA  91024
    MORTGAGE AMOUNT :   295,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    294,315.39  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,064.09  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720147     MORTGAGORS: HAAS                 DAVID
                               HAAS                 JULIE
    REGION CODE    ADDRESS   : 31 GLORIETA EAST
        01         CITY      :    IRVINE
                   STATE/ZIP : CA  92620
    MORTGAGE AMOUNT :   313,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    312,879.71  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,165.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720162     MORTGAGORS: TOMBACH              IVAR
                               TOMBACH              EVELYN
    REGION CODE    ADDRESS   : 753 GRADA AVENUE
        01         CITY      :    CAMARILLO AREA
                   STATE/ZIP : CA  93010
    MORTGAGE AMOUNT :   368,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    367,133.56  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,510.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 77.47300
    ----------------------------------------------------------------
0   0007720170     MORTGAGORS: VAZQUEZ              AL
                               VAZQUEZ              HILDA
    REGION CODE    ADDRESS   : 10235 LESTERFORD AVENUE
        01         CITY      :    DOWNEY
                   STATE/ZIP : CA  90241
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,402.82  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,795.76  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720204     MORTGAGORS: WECKERLY             DAREN
                               WECKERLY             LINDA
    REGION CODE    ADDRESS   : 3368 ASHLEY PARK DRIVE
        01         CITY      :    JAMUL
                   STATE/ZIP : CA  91935
    MORTGAGE AMOUNT :   640,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    639,070.64  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,529.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,876,800.00
                               P & I AMT:     13,066.10
                               UPB AMT:   1,872,802.12

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           80
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007720212     MORTGAGORS: HERMAN               RICHARD
                               HERMAN               DEBORAH
    REGION CODE    ADDRESS   : 19301 ESPINOSA STREET
        01         CITY      :    (AREA OF TARZANA)LOS ANGE
                   STATE/ZIP : CA  91356
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    399,389.39  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,762.70  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720238     MORTGAGORS: ANDERSON             MARGARET

    REGION CODE    ADDRESS   : 11628 MONTANA AVENUE #304
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90049
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,631.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,862.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 57.77700
    ----------------------------------------------------------------
0   0007720246     MORTGAGORS: LARSEN               DANA
                               LARSON               LORRAINE
    REGION CODE    ADDRESS   : 2758 NORTH LAS POSAS CIRCLE
        01         CITY      :    CAMARILLO
                   STATE/ZIP : CA  93012
    MORTGAGE AMOUNT :   245,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,822.68  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,734.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 44.54500
    ----------------------------------------------------------------
0   0007720279     MORTGAGORS: MCFADDEN             RUSSELL
                               MCFADDEN             BARBARA
    REGION CODE    ADDRESS   : 11890 SILVERCREST STREET
        01         CITY      :    MOORPARK
                   STATE/ZIP : CA  93021
    MORTGAGE AMOUNT :   312,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    311,523.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,154.91  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720287     MORTGAGORS: CORNELIUS            RAY
                               CORNELIUS            ROBERTA
    REGION CODE    ADDRESS   : 8412 KROGER COURT
        01         CITY      :    FAIR OAKS
                   STATE/ZIP : CA  95628
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,654.79  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,812.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 89.92800
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,467,000.00
                               P & I AMT:     10,327.07
                               UPB AMT:   1,465,022.39

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           81
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007720295     MORTGAGORS: MA                   CHIH
                               MA                   SU-LAIN
    REGION CODE    ADDRESS   : 2459 MOUNTAIN BROOK DRIVE
        01         CITY      :    HACIENDA HEIGHTS AREA
                   STATE/ZIP : CA  91745
    MORTGAGE AMOUNT :   248,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,630.75  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,734.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720303     MORTGAGORS: SHARAREH             SOUZAN

    REGION CODE    ADDRESS   : 5255 MELVIN AVENUE
        01         CITY      :    TARZANA
                   STATE/ZIP : CA  91356
    MORTGAGE AMOUNT :   344,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    343,209.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,375.93  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720311     MORTGAGORS: PIERCE               WILLIAM
                               BRANTLEY             CYNTHIA
    REGION CODE    ADDRESS   : 326 VALLEY STREET
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94131
    MORTGAGE AMOUNT :   464,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    463,198.75  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,009.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 73.65000
    ----------------------------------------------------------------
0   0007720329     MORTGAGORS: DOWELL               ROY
                               PITTMAN              LARI
    REGION CODE    ADDRESS   : 3947 MARKRIDGE ROAD
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  91214
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,603.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,795.76  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 53.60800
    ----------------------------------------------------------------
0   0007720337     MORTGAGORS: BARRINGTON           ELIZABETH

    REGION CODE    ADDRESS   : 370 SAN ELIJO STREET
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92106
    MORTGAGE AMOUNT :   368,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    367,195.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,604.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,684,000.00
                               P & I AMT:     11,519.92
                               UPB AMT:   1,680,838.39

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           82
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007720345     MORTGAGORS: IMAMURA              HAROLD
                               IMAMURA              ANTONETTE
    REGION CODE    ADDRESS   : 1851 WEST 244TH STREET
        01         CITY      :    TORRANCE
                   STATE/ZIP : CA  90501
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,232.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,726.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 76.92300
    ----------------------------------------------------------------
0   0007720352     MORTGAGORS: LAUER                MARK

    REGION CODE    ADDRESS   : 1898 BROOKTREE WAY
        01         CITY      :    PLEASANTON
                   STATE/ZIP : CA  94588
    MORTGAGE AMOUNT :   308,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    307,326.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,180.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720360     MORTGAGORS: KHOURY               RIYAD
                               KHOURY               MAHA
    REGION CODE    ADDRESS   : 1779 TERRACE DRIVE
        01         CITY      :    BELMONT
                   STATE/ZIP : CA  94002
    MORTGAGE AMOUNT :   395,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    394,092.75  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,728.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.79700
    ----------------------------------------------------------------
0   0007720378     MORTGAGORS: MCDERMOTT            MARK
                               MCDERMOTT            LAURA
    REGION CODE    ADDRESS   : 14353 TWIN PEAKS ROAD
        01         CITY      :    POWAY
                   STATE/ZIP : CA  92064
    MORTGAGE AMOUNT :   272,950.00  OPTION TO CONVERT :
    UNPAID BALANCE :    272,353.58  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,931.93  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 76.88700
    ----------------------------------------------------------------
0   0007720394     MORTGAGORS: ENDER                CHRISTOPHER
                               ENDER                LAURIE
    REGION CODE    ADDRESS   : 27235 TRINIDAD COURT
        01         CITY      :    (VALENCIA AREA)
                   STATE/ZIP : CA  91354
    MORTGAGE AMOUNT :   364,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    363,497.34  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,639.26  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 69.33300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,589,950.00
                               P & I AMT:     11,206.06
                               UPB AMT:   1,586,502.66

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           83
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007720402     MORTGAGORS: PEREIRA              GEORGE
                               JILLSON              DENISE
    REGION CODE    ADDRESS   : 2203 MASSACHUSETTS AVENUE
        01         CITY      :    CAMBRIDGE
                   STATE/ZIP : MA  02140
    MORTGAGE AMOUNT :   350,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    349,516.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,537.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 58.33300
    ----------------------------------------------------------------
0   0007720410     MORTGAGORS: NUCIFORO             MICHAEL
                               NUCIFORO             KATRINA
    REGION CODE    ADDRESS   : 2396 STAFFORD RD.
        01         CITY      :    THOUSAND OAKS
                   STATE/ZIP : CA  91631
    MORTGAGE AMOUNT :   343,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    342,489.29  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,398.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 37.08100
    ----------------------------------------------------------------
0   0007720428     MORTGAGORS: WILZBACH             ROBERT
                               WILZBACH             KAREN
    REGION CODE    ADDRESS   : 17752 COLLINS CIRCLE
        01         CITY      :    HUNTINGTON BEACH
                   STATE/ZIP : CA  92647
    MORTGAGE AMOUNT :   259,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    258,832.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,856.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007720436     MORTGAGORS: MAYS                 MARVEN

    REGION CODE    ADDRESS   : 1000 ST. HELENA AVENUE
        01         CITY      :    SANTA ROSA
                   STATE/ZIP : CA  95404
    MORTGAGE AMOUNT :   244,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,654.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,748.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720444     MORTGAGORS: DEVINE               DAVID
                               DEVINE               STEPHANIE
    REGION CODE    ADDRESS   : 397 LARCH CREST
        01         CITY      :    THOUSAND OAKS
                   STATE/ZIP : CA  91320
    MORTGAGE AMOUNT :   253,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    252,632.61  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,790.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 77.84615
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,449,200.00
                               P & I AMT:     10,331.77
                               UPB AMT:   1,447,125.96

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           84
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007720451     MORTGAGORS: THIARA               JASBINDER
                               THIARA               PALWINDER
    REGION CODE    ADDRESS   : 12325 JEREMY PLACE
        01         CITY      :    GRANADA HILLS
                   STATE/ZIP : CA  91344
    MORTGAGE AMOUNT :   374,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    373,140.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,583.13  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720477     MORTGAGORS: LAM                  AGNES
                               KAO                  RICHARD
    REGION CODE    ADDRESS   : 838 IRIS AVENUE
        01         CITY      :    SUNNYVALE
                   STATE/ZIP : CA  94086
    MORTGAGE AMOUNT :   372,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    371,486.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,697.26  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720485     MORTGAGORS: ELLIOTT              JAMES

    REGION CODE    ADDRESS   : 794 PLYMOUTH ROAD
        01         CITY      :    SAN MARINO
                   STATE/ZIP : CA  91108
    MORTGAGE AMOUNT :   600,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    599,061.07  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,093.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 63.15700
    ----------------------------------------------------------------
0   0007720493     MORTGAGORS: BOWLES               EDWARD
                               BOWLES               KATHLEEN
    REGION CODE    ADDRESS   : 3142 CARNEIGE PLACE
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92122
    MORTGAGE AMOUNT :   282,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    281,580.13  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,971.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 75.20000
    ----------------------------------------------------------------
0   0007720501     MORTGAGORS: REALMUTO             PETER
                               REALMUTO             BETTY
    REGION CODE    ADDRESS   : 2 NORTHWEST TORRES AND 2ND
        01         CITY      :    CARMEL
                   STATE/ZIP : CA  93921
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,511.52  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,210.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 60.37700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,948,000.00
                               P & I AMT:     13,555.40
                               UPB AMT:   1,944,779.99

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           85
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007720519     MORTGAGORS: MCCORMICK            TIMOTHY
                               MCCORMICK            ANN
    REGION CODE    ADDRESS   : 2543 MANCHESTER AVENUE
        01         CITY      :    ENCINITAS
                   STATE/ZIP : CA  92007
    MORTGAGE AMOUNT :   304,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    303,580.21  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,204.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720535     MORTGAGORS: COSTELLO             ERNEST
                               LOWE                 ELIZABETH
    REGION CODE    ADDRESS   : 25 PANORAMA COURT
        01         CITY      :    DANVILLE
                   STATE/ZIP : CA  94506
    MORTGAGE AMOUNT :   580,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    579,136.41  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,055.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720543     MORTGAGORS: KANTARJIAN           TONY

    REGION CODE    ADDRESS   : 1211 NORTH KENTER AVENUE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90049
    MORTGAGE AMOUNT :   535,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    534,362.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,651.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720568     MORTGAGORS: DURAND               KRISTIE
                               DURAND               RONALD
    REGION CODE    ADDRESS   : 1031 CEDAR STREET
        01         CITY      :    SANTA MONICA
                   STATE/ZIP : CA  90405
    MORTGAGE AMOUNT :   347,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    346,466.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,396.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 51.02900
    ----------------------------------------------------------------
0   0007720600     MORTGAGORS: WEBB                 RICHARD
                               WEBB                 ROCHELLE
    REGION CODE    ADDRESS   : 2200 OLD RANCH PLACE
        01         CITY      :    SANTA ROSA
                   STATE/ZIP : CA  95405
    MORTGAGE AMOUNT :   258,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    258,143.05  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,874.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 66.28200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,024,700.00
                               P & I AMT:     14,181.64
                               UPB AMT:   2,021,689.05

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           86
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007720626     MORTGAGORS: REINSTEIN            MICHAEL

    REGION CODE    ADDRESS   : 10133 HILLGROVE DRIVE
        01         CITY      :    LOS ANGELES BEVERLY HILLS
                   STATE/ZIP : CA  90210
    MORTGAGE AMOUNT :   525,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    524,178.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,581.43  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0007720642     MORTGAGORS: MATTHEWS             VIRGINIA
                               KEARNS               THOMAS
    REGION CODE    ADDRESS   : 15 LIMEWOOD PLACE
        01         CITY      :    PLEASANT HILL
                   STATE/ZIP : CA  94523
    MORTGAGE AMOUNT :   260,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,401.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,801.28  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720659     MORTGAGORS: CROSSLEY             JOHN
                               CROSSLEY             KIMBERLEY
    REGION CODE    ADDRESS   : 1136 SANDERS DRIVE
        01         CITY      :    MORAGA
                   STATE/ZIP : CA  94556
    MORTGAGE AMOUNT :   350,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    349,478.86  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,447.26  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 70.70707
    ----------------------------------------------------------------
0   0007720717     MORTGAGORS: PEDERSON             STEVE
                               PEDERSON             MARY
    REGION CODE    ADDRESS   : 5540 EAST NAPOLEON AVENUE
        01         CITY      :    AGOURA AREA
                   STATE/ZIP : CA  91301
    MORTGAGE AMOUNT :   546,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    545,324.28  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,914.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720725     MORTGAGORS: BILBY                JOHN
                               BILBY                CHRISTINA
    REGION CODE    ADDRESS   : 38317 CEDAR CREEK COURT
        01         CITY      :    OAKHURST
                   STATE/ZIP : CA  93614
    MORTGAGE AMOUNT :   275,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    274,567.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,900.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,957,400.00
                               P & I AMT:     13,645.19
                               UPB AMT:   1,953,951.35

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           87
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007720733     MORTGAGORS: MOTAREF              KIANOOSH

    REGION CODE    ADDRESS   : 1411 OAK TRAIL STREET
        01         CITY      :    THOUSAND OAKS
                   STATE/ZIP : CA  91320
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,417.49  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,817.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 89.65500
    ----------------------------------------------------------------
0   0007720741     MORTGAGORS: SHAB                 DONALD
                               SHAB                 KATHERINE
    REGION CODE    ADDRESS   : 5 HAWK HILL
        01         CITY      :    MISSION VIEJO
                   STATE/ZIP : CA  92692
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,300.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,264.94  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720758     MORTGAGORS: BERRY                STEVE
                               BERRY                MICHELE
    REGION CODE    ADDRESS   : 237 SAN REMO DRIVE
        01         CITY      :    LONG BEACH
                   STATE/ZIP : CA  90803
    MORTGAGE AMOUNT :   328,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    327,745.49  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,268.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007720766     MORTGAGORS: BEAMER               YANCEY

    REGION CODE    ADDRESS   : 38081 STONE MEADOW DRIVE
        01         CITY      :    MURRIETA
                   STATE/ZIP : CA  92562
    MORTGAGE AMOUNT :   289,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    288,753.52  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,049.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720774     MORTGAGORS: LETTERS              LARRY
                               LETTERS              MARYKE
    REGION CODE    ADDRESS   : 1286 ARABIAN TRAIL
        01         CITY      :    SANTA MARIA
                   STATE/ZIP : CA  93455
    MORTGAGE AMOUNT :   294,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    293,307.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,005.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.38400
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,492,100.00
                               P & I AMT:     10,407.15
                               UPB AMT:   1,488,525.04

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           88
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007720790     MORTGAGORS: SCHWARTZ             LINDA
                               GERTLER              JULIA
    REGION CODE    ADDRESS   : 319 YORK AVENUE
        01         CITY      :    OCEANO
                   STATE/ZIP : CA  93445
    MORTGAGE AMOUNT :   253,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    253,231.75  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,794.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 79.25000
    ----------------------------------------------------------------
0   0007720808     MORTGAGORS: KIRKPATRICK          DAVID
                               KIRKPATRICK          KELLEY
    REGION CODE    ADDRESS   : 8126 FAITH HOME ROAD
        01         CITY      :    CERES
                   STATE/ZIP : CA  95307
    MORTGAGE AMOUNT :   286,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    285,326.61  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,951.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 60.21052
    ----------------------------------------------------------------
0   0007720816     MORTGAGORS: BENEDICT             JAMES

    REGION CODE    ADDRESS   : 888 QUAIL CIRCLE
        01         CITY      :    BREA
                   STATE/ZIP : CA  92821
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,402.82  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,795.76  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720832     MORTGAGORS: TUPURINS             SANDRA

    REGION CODE    ADDRESS   : 2200 LOMA VISTA STREET
        01         CITY      :    PASADENA
                   STATE/ZIP : CA  91104
    MORTGAGE AMOUNT :   278,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,564.95  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,896.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720865     MORTGAGORS: STEPHENS             ROGER
                               STEPHENS             ELIZABETH
    REGION CODE    ADDRESS   : 660 BURLEIGH DRIVE
        01         CITY      :    PASADENA
                   STATE/ZIP : CA  91105
    MORTGAGE AMOUNT :   650,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    649,056.11  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,600.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 68.42100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,727,600.00
                               P & I AMT:     12,038.86
                               UPB AMT:   1,724,582.24

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           89
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007720881     MORTGAGORS: SPIEGEL              MARTIN
                               SPIEGEL              MARILYN
    REGION CODE    ADDRESS   : 29483 BERTRAND DRIVE
        01         CITY      :    AGOURA HILLS
                   STATE/ZIP : CA  91301
    MORTGAGE AMOUNT :   345,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    344,207.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,382.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 44.23000
    ----------------------------------------------------------------
0   0007720899     MORTGAGORS: PESSY                DAVID
                               HALL                 F
    REGION CODE    ADDRESS   : 267 STARLIGHT CREST DRIVE
        01         CITY      :    LA CANADA-FLINTRIDGE
                   STATE/ZIP : CA  91011
    MORTGAGE AMOUNT :   377,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    377,078.57  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,737.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720907     MORTGAGORS: VREEBURG             HARRY
                               VREEBURG             DIANE
    REGION CODE    ADDRESS   : 419 BEACH AVENUE
        01         CITY      :    HALF MOON BAY
                   STATE/ZIP : CA  94019
    MORTGAGE AMOUNT :   344,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    343,229.31  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,405.30  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720915     MORTGAGORS: SILVA                PRASANNA

    REGION CODE    ADDRESS   : 980 KIRKTON PLACE
        01         CITY      :    GLENDALE
                   STATE/ZIP : CA  91207
    MORTGAGE AMOUNT :   342,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    340,974.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,362.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720923     MORTGAGORS: NICHOLAS             VIRGINIA

    REGION CODE    ADDRESS   : 22826 WATER VIEW DRIVE
        01         CITY      :    CANYON LAKE
                   STATE/ZIP : CA  92587
    MORTGAGE AMOUNT :   290,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    289,381.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,077.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 87.87800
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,698,600.00
                               P & I AMT:     11,965.70
                               UPB AMT:   1,694,872.29

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           90
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007720931     MORTGAGORS: BRESNICK             SCOTT
                               POTASH-BRESNICK      LAURIE
    REGION CODE    ADDRESS   : 2035 THAYER AVENUE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90025
    MORTGAGE AMOUNT :   496,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    495,261.50  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,468.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007720949     MORTGAGORS: TAKACS               JO ANNA

    REGION CODE    ADDRESS   : 4711 FINN COVE COURT
        01         CITY      :    UNION CITY
                   STATE/ZIP : CA  94587
    MORTGAGE AMOUNT :   352,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    351,475.89  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,461.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 74.10500
    ----------------------------------------------------------------
0   0007720956     MORTGAGORS: FLETCHER             GWEN
                               STANLEY              SUSAN
    REGION CODE    ADDRESS   : 24692 SANTA CLARA AVENUE
        01         CITY      :    DANA POINT
                   STATE/ZIP : CA  92629
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,327.87  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,097.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 72.28900
    ----------------------------------------------------------------
0   0007720964     MORTGAGORS: GOODELL              TIMOTHY
                               GOODELL              LIZA
    REGION CODE    ADDRESS   : 1615 RUTH LANE
        01         CITY      :    NEWPORT BEACH
                   STATE/ZIP : CA  92660
    MORTGAGE AMOUNT :   468,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    468,014.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,197.71  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0007720980     MORTGAGORS: BLUM                 RALPH
                               BLUM                 JEANNE
    REGION CODE    ADDRESS   : 555 HAIKU ROAD
        01         CITY      :    HAIKU
                   STATE/ZIP : HI  96708
    MORTGAGE AMOUNT :   450,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    449,222.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,918.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 70.31200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,066,750.00
                               P & I AMT:     14,143.40
                               UPB AMT:   2,063,302.34

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           91
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007721012     MORTGAGORS: RODDY                PHILLIP

    REGION CODE    ADDRESS   : 6311 MYRTLE DRIVE
        01         CITY      :    HUNTINGTON BEACH
                   STATE/ZIP : CA  92647
    MORTGAGE AMOUNT :   292,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    292,027.71  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,021.61  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.99400
    ----------------------------------------------------------------
0   0007721020     MORTGAGORS: GUINN                WILLIAM
                               GUINN                NANCY
    REGION CODE    ADDRESS   : 1795 SOUTHERN HILLS PLACE
        01         CITY      :    THOUSAND OAKS
                   STATE/ZIP : CA  91362
    MORTGAGE AMOUNT :   359,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    358,478.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,540.98  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 79.77700
    ----------------------------------------------------------------
0   0007721038     MORTGAGORS: STOAP                CORNELIS

    REGION CODE    ADDRESS   : 1918 CAMINITO DE LA VALLE
        01         CITY      :    GLENDALE
                   STATE/ZIP : CA  91208
    MORTGAGE AMOUNT :   268,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,428.86  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,919.99  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 76.57100
    ----------------------------------------------------------------
0   0007721046     MORTGAGORS: LANSBURY             WILLIAM

    REGION CODE    ADDRESS   : 2704 STRONGS DRIVE
        01         CITY      :    (VENICE AREA)LOS ANGELES
                   STATE/ZIP : CA  90291
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    399,419.16  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,831.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 66.66600
    ----------------------------------------------------------------
0   0007721053     MORTGAGORS: SITKOFF              STEVE

    REGION CODE    ADDRESS   : 3624 MANDEVILLE CANYON ROAD
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90049
    MORTGAGE AMOUNT :   460,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    458,943.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,177.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,779,700.00
                               P & I AMT:     12,490.86
                               UPB AMT:   1,776,297.88

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           92
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007721061     MORTGAGORS: CASSERD              MICHAEL
                               CASSERD              JUANITA
    REGION CODE    ADDRESS   : 120 VISTA DRIVE
        01         CITY      :    LA SELVA BEACH
                   STATE/ZIP : CA  95076
    MORTGAGE AMOUNT :   261,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,385.49  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,780.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 67.44100
    ----------------------------------------------------------------
0   0007721079     MORTGAGORS: WARD                 GARY
                               WARD                 TERRY
    REGION CODE    ADDRESS   : 51 CREEKVIEW ROAD
        01         CITY      :    COTO DE CAZA AREA
                   STATE/ZIP : CA  92679
    MORTGAGE AMOUNT :   277,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,143.58  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,846.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 65.78100
    ----------------------------------------------------------------
0   0007721087     MORTGAGORS: PENROD               GARY
                               BOHL                 NANCY
    REGION CODE    ADDRESS   : 36442 WILDWOOD CANYON ROAD
        01         CITY      :    YUCAIPA
                   STATE/ZIP : CA  92399
    MORTGAGE AMOUNT :   452,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    451,359.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,238.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007721095     MORTGAGORS: SOUBLET              BRUCE
                               MYLES                SYLVIA
    REGION CODE    ADDRESS   : 6135 SKYLINE BOULEVARD
        01         CITY      :    OAKLAND
                   STATE/ZIP : CA  94611
    MORTGAGE AMOUNT :   357,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    356,758.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,439.47  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007721103     MORTGAGORS: TOMS                 WILLIAM
                               TOMS                 MARSHA
    REGION CODE    ADDRESS   : 1517 KINGSFORD DRIVE
        01         CITY      :    CARMICHAEL
                   STATE/ZIP : CA  95608
    MORTGAGE AMOUNT :   350,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    349,340.56  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,387.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 59.82900
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,698,200.00
                               P & I AMT:     11,692.64
                               UPB AMT:   1,694,987.58

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           93
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007721111     MORTGAGORS: SIMIONESCU           HORIA
                               SIMIONESCU           VIOLETA
    REGION CODE    ADDRESS   : 956 PIZARRO LANE
        01         CITY      :    FOSTER CITY
                   STATE/ZIP : CA  94404
    MORTGAGE AMOUNT :   301,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    300,325.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,104.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 53.75000
    ----------------------------------------------------------------
0   0007721129     MORTGAGORS: HAMMER               LAWRENCE
                               CHAET                DONNA
    REGION CODE    ADDRESS   : 4 SNECKNER COURT
        01         CITY      :    MENLO PARK
                   STATE/ZIP : CA  94025
    MORTGAGE AMOUNT :   480,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    479,302.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,397.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 61.14600
    ----------------------------------------------------------------
0   0007721137     MORTGAGORS: AREVALO              LILY
                               AREVALO              JAIME
    REGION CODE    ADDRESS   : 807 EAST NEWTON LANE
        01         CITY      :    PLACENTIA
                   STATE/ZIP : CA  92870
    MORTGAGE AMOUNT :   359,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    358,509.56  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,389.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0007721145     MORTGAGORS: BRIDWELL             ROBERT
                               KNOTT                DIANA
    REGION CODE    ADDRESS   : 13720 CARMEL AVENUE
        01         CITY      :    GLEN ELLEN
                   STATE/ZIP : CA  94552
    MORTGAGE AMOUNT :   328,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    327,246.62  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,265.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007721160     MORTGAGORS: BURSTEIN             MATTHEW
                               BURSTEIN             MARY
    REGION CODE    ADDRESS   : 27021 BRIGHTON LANE
        01         CITY      :    LAKE FOREST
                   STATE/ZIP : CA  92630
    MORTGAGE AMOUNT :   304,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    303,535.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,099.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,772,100.00
                               P & I AMT:     12,256.24
                               UPB AMT:   1,768,920.37

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           94
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007721178     MORTGAGORS: FREUND               DENNIS
                               FREUND               KAREN
    REGION CODE    ADDRESS   : 20 SUNBURY DRIVE
        01         CITY      :    ALISO VIEJO AREA
                   STATE/ZIP : CA  92656
    MORTGAGE AMOUNT :   256,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,412.01  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,768.13  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007721194     MORTGAGORS: HEADLEY              PEGGY

    REGION CODE    ADDRESS   : 1955 WHITE OAKS ROAD
        01         CITY      :    CAMPBELL
                   STATE/ZIP : CA  95008
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,459.65  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,885.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007721202     MORTGAGORS: JOHNSON              JON
                               JOHNSON              TRISH
    REGION CODE    ADDRESS   : 1161 ARROYO GRANDE DRIVE
        01         CITY      :    SACRAMENTO
                   STATE/ZIP : CA  95864
    MORTGAGE AMOUNT :   242,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    241,746.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,756.49  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0007721210     MORTGAGORS: TREVOR               CLARK
                               TREVOR               LINDA
    REGION CODE    ADDRESS   : 900 CHENERY STREET
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94131
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,558.11  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,320.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 79.20700
    ----------------------------------------------------------------
0   0007721228     MORTGAGORS: PAPE                 MICHAEL
                               PAPE                 VIRGINIA
    REGION CODE    ADDRESS   : 94 CONEJO DRIVE
        01         CITY      :    MILLBRAE
                   STATE/ZIP : CA  94030
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,585.73  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,175.21  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 52.44700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,378,250.00
                               P & I AMT:      9,905.24
                               UPB AMT:   1,375,762.04

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           95
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007721236     MORTGAGORS: BENSING              DOUGLAS
                               BENSING              LESLIE
    REGION CODE    ADDRESS   : 1005 EAGLE ROAD
        01         CITY      :    SCOTTS VALLEY
                   STATE/ZIP : CA  95066
    MORTGAGE AMOUNT :   399,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    398,420.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,824.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 78.69822
    ----------------------------------------------------------------
0   0007721244     MORTGAGORS: JAMES                WILLIAM
                               JAMES                DIANE
    REGION CODE    ADDRESS   : 2360 WESTVIEW WAY
        01         CITY      :    SANTA ROSA
                   STATE/ZIP : CA  95403
    MORTGAGE AMOUNT :   272,650.00  OPTION TO CONVERT :
    UNPAID BALANCE :    272,223.34  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,859.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0007721251     MORTGAGORS: BONE                 MICHAEL
                               BONE                 BONNIE
    REGION CODE    ADDRESS   : 306 LINCOLN AVENUE
        01         CITY      :    POMONA
                   STATE/ZIP : CA  91767
    MORTGAGE AMOUNT :   241,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    240,460.06  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,685.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 84.56100
    ----------------------------------------------------------------
0   0007721269     MORTGAGORS: MARKS                ANDREW

    REGION CODE    ADDRESS   : 704 LA HONDA COURT
        01         CITY      :    APTOS
                   STATE/ZIP : CA  95003
    MORTGAGE AMOUNT :   249,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    248,847.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,785.30  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007721293     MORTGAGORS: BROOKES              JOHN
                               DAY-BROOKES          CHIARA
    REGION CODE    ADDRESS   : 22 TIMBERGATE
        01         CITY      :    IRVINE
                   STATE/ZIP : CA  92614
    MORTGAGE AMOUNT :   311,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    310,502.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,175.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 74.98700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,473,050.00
                               P & I AMT:     10,330.42
                               UPB AMT:   1,470,453.87

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           96
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007721319     MORTGAGORS: JONES                JOHN

    REGION CODE    ADDRESS   : 12726 VIA CORTINA
        01         CITY      :    DEL MAR
                   STATE/ZIP : CA  92014
    MORTGAGE AMOUNT :   339,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    338,994.50  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,373.84  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 70.00000
    ----------------------------------------------------------------
0   0007721335     MORTGAGORS: MINTON               CHERYL
                               OHANESIAN            PAUL
    REGION CODE    ADDRESS   : 1927 SOUTH GLENHAVEN AVENUE
        01         CITY      :    WALNUT CREEK
                   STATE/ZIP : CA  94595
    MORTGAGE AMOUNT :   372,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    371,432.12  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,569.32  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007721343     MORTGAGORS: CASSELL              RONALD
                               CASSELL              CAROLE
    REGION CODE    ADDRESS   : 2269 LADERA VISTA DRIVE
        01         CITY      :    FULLERTON
                   STATE/ZIP : CA  92831
    MORTGAGE AMOUNT :   794,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    791,363.35  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     5,419.90  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   06/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 69.08600
    ----------------------------------------------------------------
0   0007730823     MORTGAGORS: SPROWLS              THOMAS
                               PETERSON             ROBERTA
    REGION CODE    ADDRESS   : 1512 N. CENTRAL PARKWAY
        02         CITY      :    GLENVIEW
                   STATE/ZIP : IL  60025
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,190.70  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,773.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 59.77000
    ----------------------------------------------------------------
0   0007730872     MORTGAGORS: STEVENSON            DOUGLAS

    REGION CODE    ADDRESS   : 7701 FLINT HILL ROAD
        02         CITY      :    OWINGS
                   STATE/ZIP : MD  20736
    MORTGAGE AMOUNT :   245,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,597.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,630.00  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 67.12300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,011,000.00
                               P & I AMT:     13,766.72
                               UPB AMT:   2,005,577.84

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           97
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007730997     MORTGAGORS: GARSON               JACK
                               GARSON               MARCY
    REGION CODE    ADDRESS   : 6000 CHATSWORTH LANE
        02         CITY      :    BETHESDA
                   STATE/ZIP : MD  20814
    MORTGAGE AMOUNT :   252,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,575.35  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,655.47  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007731003     MORTGAGORS: CRISP                RANDY
                               EVERSON-CRISP        KRISTEN
    REGION CODE    ADDRESS   : 1164 BOWERIE CHASE
        02         CITY      :    POWDER SPRINGS
                   STATE/ZIP : GA  31027
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,073.86  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,862.85  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007731086     MORTGAGORS: BRANDT               JOHN

    REGION CODE    ADDRESS   : 4875 NATCHEZ TRACE COURT
        02         CITY      :    DULUTH
                   STATE/ZIP : GA  30096
    MORTGAGE AMOUNT :   248,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,602.16  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,670.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007731094     MORTGAGORS: MANSER               JOHN

    REGION CODE    ADDRESS   : 2423 COOSAWATTEE DRIVE
        02         CITY      :    ATLANTA
                   STATE/ZIP : GA  30319
    MORTGAGE AMOUNT :   252,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    252,394.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,703.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007731219     MORTGAGORS: RITCHIE              SCOTT
                               RITCHIE              DEBORAH
    REGION CODE    ADDRESS   : 10926 TIMOTHYS DRIVE
        02         CITY      :    CONIFER
                   STATE/ZIP : CO  80433
    MORTGAGE AMOUNT :   263,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    263,487.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,800.27  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.99300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,296,700.00
                               P & I AMT:      8,692.59
                               UPB AMT:   1,294,132.86

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           98
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007731243     MORTGAGORS: LEE                  MARC
                               LEE                  LORRAINE
    REGION CODE    ADDRESS   : 35 W. VISTA AVENUE
        02         CITY      :    PHOENIX
                   STATE/ZIP : AZ  85021
    MORTGAGE AMOUNT :   625,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    624,021.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,263.61  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 73.52900
    ----------------------------------------------------------------
0   0007731292     MORTGAGORS: RILEY                DAVID
                               RILEY                DEBRA
    REGION CODE    ADDRESS   : 520 BELLE ISLE AVENUE
        02         CITY      :    BELLEAIR BEACH
                   STATE/ZIP : FL  33786
    MORTGAGE AMOUNT :   387,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    386,304.53  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,510.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 73.71400
    ----------------------------------------------------------------
0   0007731367     MORTGAGORS: BESSER               BRETT
                               BESSER               RAELENE
    REGION CODE    ADDRESS   : 22 SYCAMORE COURT
        02         CITY      :    REDWOOD CITY
                   STATE/ZIP : CA  94062
    MORTGAGE AMOUNT :   285,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    284,377.25  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,017.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 51.81800
    ----------------------------------------------------------------
0   0007731391     MORTGAGORS: WHITE                NICHOLAS

    REGION CODE    ADDRESS   : 249 SAN MATEO AVENUE
        02         CITY      :    LOS GATOS
                   STATE/ZIP : CA  95030
    MORTGAGE AMOUNT :   588,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    587,102.41  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,061.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007731409     MORTGAGORS: KRISH                PREM
                               KRISH                AKILA
    REGION CODE    ADDRESS   : 1247 DE LA GUERRA ROAD
        02         CITY      :    SANTA BARBARA
                   STATE/ZIP : CA  93103
    MORTGAGE AMOUNT :   438,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    437,297.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,950.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 62.57100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,323,000.00
                               P & I AMT:     15,802.97
                               UPB AMT:   2,319,103.53

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:           99
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007731425     MORTGAGORS: WIESSLER             STEVEN
                               WIESSLER             CAROL
    REGION CODE    ADDRESS   : 1043 RANCHO LINDO DRIVE
        02         CITY      :    PETALUMA
                   STATE/ZIP : CA  94952
    MORTGAGE AMOUNT :   418,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    416,995.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,851.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 78.13000
    ----------------------------------------------------------------
0   0007731441     MORTGAGORS: BRAZ                 TOM
                               BRAZ                 RENEE
    REGION CODE    ADDRESS   : 5565 CAMINO DORADO
        02         CITY      :    YORBA LINDA
                   STATE/ZIP : CA  92887
    MORTGAGE AMOUNT :   274,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    273,970.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,871.90  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007731516     MORTGAGORS: SOUSA                MANUEL
                               SOUSA                MARY
    REGION CODE    ADDRESS   : 3049 STRAWBERRY HILL ROAD
        02         CITY      :    PEBBLE BEACH
                   STATE/ZIP : CA  93953
    MORTGAGE AMOUNT :   376,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    375,890.66  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,538.58  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 74.61300
    ----------------------------------------------------------------
0   0007731623     MORTGAGORS: GRAYSON              JAMES
                               GRAYSON              MARLENE
    REGION CODE    ADDRESS   : 2085 MOONSTONE CIRCLE
        02         CITY      :    EL DORADO HILLS
                   STATE/ZIP : CA  95762
    MORTGAGE AMOUNT :   239,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    238,625.99  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,630.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 77.09600
    ----------------------------------------------------------------
0   0007731649     MORTGAGORS: PETERSON             DONALD
                               PETERSON             KAREN
    REGION CODE    ADDRESS   : 309 ALEXIS WAY
        02         CITY      :    WINDSOR
                   STATE/ZIP : CA  95492
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,593.12  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,773.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,568,200.00
                               P & I AMT:     10,666.05
                               UPB AMT:   1,565,075.62

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          100
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007731664     MORTGAGORS: GOMEZ                ROBERT
                               GOMEZ                DENISE
    REGION CODE    ADDRESS   : 658 RIVER LAKE WAY
        02         CITY      :    SACRAMENTO
                   STATE/ZIP : CA  95831
    MORTGAGE AMOUNT :   262,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    261,489.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,787.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 87.33300
    ----------------------------------------------------------------
0   0007731714     MORTGAGORS: ELDER                NORMAN
                               ELDER                JEANNIE
    REGION CODE    ADDRESS   : 747 ARBOLADO DRIVE
        02         CITY      :    FULLERTON
                   STATE/ZIP : CA  92835
    MORTGAGE AMOUNT :   326,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    323,552.86  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,367.36  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 62.90900
    ----------------------------------------------------------------
0   0007731730     MORTGAGORS: WILLINGHAM           JOHN
                               WILLINGHAM           APRIL
    REGION CODE    ADDRESS   : 2630 CORONADO DRIVE
        02         CITY      :    FULLERTON
                   STATE/ZIP : CA  92835
    MORTGAGE AMOUNT :   286,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    285,232.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,878.82  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007731763     MORTGAGORS: HELTON               EARLE
                               HELTON               VIRGINIA
    REGION CODE    ADDRESS   : 57 PLOVER HILL ROAD
        02         CITY      :    IPSWICH
                   STATE/ZIP : MA  01938
    MORTGAGE AMOUNT :   262,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    261,440.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,790.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0007731821     MORTGAGORS: GAUNY                BRIAN
                               REBAR                DENISE
    REGION CODE    ADDRESS   : 1231 GREENBROOK DRIVE
        02         CITY      :    DANVILLE
                   STATE/ZIP : CA  94526
    MORTGAGE AMOUNT :   330,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    329,242.04  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,279.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 73.33300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,467,000.00
                               P & I AMT:     10,103.44
                               UPB AMT:   1,460,957.29

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          101
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007731870     MORTGAGORS: DAVIES               TIMOTHY
                               DAVIES               MELISSA
    REGION CODE    ADDRESS   : 29667 NORTH 67TH STREET
        02         CITY      :    CAVE CREEK
                   STATE/ZIP : AZ  85331
    MORTGAGE AMOUNT :   261,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,581.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,758.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0007731912     MORTGAGORS: DENSON               SHADELLE

    REGION CODE    ADDRESS   : 125 BRIARLAKE COURT
        02         CITY      :    FAIRBURN
                   STATE/ZIP : GA  30213
    MORTGAGE AMOUNT :   235,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    234,531.65  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,603.12  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 78.07300
    ----------------------------------------------------------------
0   0007731953     MORTGAGORS: DOS SANTOS           HENRY
                               DOS SANTOS           TRACI
    REGION CODE    ADDRESS   : 17 IDA DRIVE
        02         CITY      :    SOUTH SAN FRANCISCO
                   STATE/ZIP : CA  94080
    MORTGAGE AMOUNT :   452,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    450,314.48  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,045.21  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007731961     MORTGAGORS: NELSON               DAVID
                               NELSON               MICKIE
    REGION CODE    ADDRESS   : 3251 MONTECITO AVENUE
        02         CITY      :    SANTA ROSA
                   STATE/ZIP : CA  95404
    MORTGAGE AMOUNT :   282,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    281,547.64  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,899.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007731979     MORTGAGORS: RICHARDSON           R.E.
                               RICHARDSON           SHARON
    REGION CODE    ADDRESS   : 1776 PARROTT DRIVE
        02         CITY      :    SAN MATEO
                   STATE/ZIP : CA  94402
    MORTGAGE AMOUNT :   473,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    472,428.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,150.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,703,600.00
                               P & I AMT:     11,457.51
                               UPB AMT:   1,699,403.68

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          102
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007732043     MORTGAGORS: HAWKINS              MARC
                               HAWKINS              MONICA
    REGION CODE    ADDRESS   : 22011 GRASS VALLEY
        02         CITY      :    MISSION VIEJO
                   STATE/ZIP : CA  92692
    MORTGAGE AMOUNT :   288,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,592.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,063.27  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 64.00000
    ----------------------------------------------------------------
0   0007732068     MORTGAGORS: PYPEMAN              THOMAS
                               PARSON               LINDA
    REGION CODE    ADDRESS   : 617 STARBRIGHT COURT
        02         CITY      :    SIMI VALLEY
                   STATE/ZIP : CA  93065
    MORTGAGE AMOUNT :   387,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    386,578.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,608.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.92000
    ----------------------------------------------------------------
0   0007732142     MORTGAGORS: STENBERG             ROSS
                               STENBERG             ANN
    REGION CODE    ADDRESS   : 5539 NUTHATCH ROAD
        02         CITY      :    PARKER
                   STATE/ZIP : CO  80134
    MORTGAGE AMOUNT :   328,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    327,499.31  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,265.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 76.45600
    ----------------------------------------------------------------
0   0007732217     MORTGAGORS: JOHNSON              GARY
                               JOHNSON              SUSAN
    REGION CODE    ADDRESS   : 3850 EAST MENLO STREET
        02         CITY      :    MESA
                   STATE/ZIP : AZ  85215
    MORTGAGE AMOUNT :   395,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    393,786.61  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,728.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.00000
    ----------------------------------------------------------------
0   0007732266     MORTGAGORS: GREEN                JOHN
                               GREEN                ALLISON
    REGION CODE    ADDRESS   : 128 PACCHETTI WAY
        02         CITY      :    MOUNTAIN VIEW
                   STATE/ZIP : CA  94040
    MORTGAGE AMOUNT :   290,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    289,589.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,077.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 79.94700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,688,200.00
                               P & I AMT:     11,743.10
                               UPB AMT:   1,685,046.27

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          103
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0007732373     MORTGAGORS: HUNTLEY              ALLAN
                               HUNTLEY              MARLA
    REGION CODE    ADDRESS   : LOT 6 THORNTON CIRCLE
        02         CITY      :    MIDDLETON
                   STATE/ZIP : MA  01949
    MORTGAGE AMOUNT :   343,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    342,463.23  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,339.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.97200
    ----------------------------------------------------------------
0   0007732514     MORTGAGORS: LIU                  SHI
                               LIN                  WENQI
    REGION CODE    ADDRESS   : 778 SANTA MARIA LANE
        02         CITY      :    FOSTER CITY
                   STATE/ZIP : CA  94404
    MORTGAGE AMOUNT :   296,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    295,548.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,044.40  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007732522     MORTGAGORS: CRANDELL             KEVIN
                               CRANDELL             MARY
    REGION CODE    ADDRESS   : 113 BUXTON CIRCLE
        02         CITY      :    PLEASANT HILL
                   STATE/ZIP : CA  94523
    MORTGAGE AMOUNT :   286,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    285,951.79  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,953.76  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0007732530     MORTGAGORS: FARMER               BOLLING

    REGION CODE    ADDRESS   : 359 COOK STREET
        02         CITY      :    DENVER
                   STATE/ZIP : CO  80206
    MORTGAGE AMOUNT :   284,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    283,509.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,842.02  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 67.61904
    ----------------------------------------------------------------
0   0007732563     MORTGAGORS: JENTZ                SCOTT

    REGION CODE    ADDRESS   : 23 EAST BELLEVIEW LANE
        02         CITY      :    LITTLETON
                   STATE/ZIP : CO  80121
    MORTGAGE AMOUNT :   479,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    479,125.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,271.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 74.34100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,688,900.00
                               P & I AMT:     11,451.09
                               UPB AMT:   1,686,598.70

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          104
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0030850895     MORTGAGORS: MCMAHON              ROBERT
                               TIESINGA             JILL
    REGION CODE    ADDRESS   : 5812 STILL FOREST
        01         CITY      :    DALLAS
                   STATE/ZIP : TX  75252
    MORTGAGE AMOUNT :   249,350.00  OPTION TO CONVERT :
    UNPAID BALANCE :    246,698.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,939.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      8.62500  MATURITY DATE     :   06/01/27
    CURRENT INT RATE:      8.62500  PRODUCT CODE      :   002
    LTV :                 94.99000
    ----------------------------------------------------------------
0   0030935308     MORTGAGORS: SEELIG               TERRY
                               SNYDER-SEELIG        DAWN
    REGION CODE    ADDRESS   : 1621 KANAPUU DRIVE
        01         CITY      :    KAILUA
                   STATE/ZIP : HI  96734
    MORTGAGE AMOUNT :   299,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    298,742.57  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,939.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 74.28571
    ----------------------------------------------------------------
0   0031166846     MORTGAGORS: DEMIO                DAVID

    REGION CODE    ADDRESS   : LOT 6 BONNIES WAY
        01         CITY      :    HAMPSTEAD
                   STATE/ZIP : NH  03841
    MORTGAGE AMOUNT :   249,320.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,152.70  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,829.43  OUTSIDE CONV DATE :
    LIFETIME RATE   :      8.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      8.00000  PRODUCT CODE      :   002
    LTV :                 79.91000
    ----------------------------------------------------------------
0   0031236474     MORTGAGORS: PAQUIN               ERIC
                               PAQUIN               KRISTA
    REGION CODE    ADDRESS   : 2000 BIRTHDAY COURT,
        01         CITY      :    BROOKEVILLE,
                   STATE/ZIP : MD  20833
    MORTGAGE AMOUNT :   349,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    349,213.52  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,325.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.99000
    ----------------------------------------------------------------
0   0031438856     MORTGAGORS: SCHLAX               ANTHONY
                               SCHLAX               KRISTI
    REGION CODE    ADDRESS   : 2733 GIRARD
        01         CITY      :    EVANSTON
                   STATE/ZIP : IL  60201
    MORTGAGE AMOUNT :   314,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    313,854.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,142.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,461,270.00
                               P & I AMT:     10,176.11
                               UPB AMT:   1,457,661.86

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          105
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031450786     MORTGAGORS: GRISWOLD             DAVID

    REGION CODE    ADDRESS   : 2552 BAGLEY ROAD
        01         CITY      :    CUMMING
                   STATE/ZIP : GA  30041
    MORTGAGE AMOUNT :   266,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    265,792.49  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,814.59  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031451859     MORTGAGORS: FISHBAUM             STEPHEN
                               FISHBAUM             SAGIT
    REGION CODE    ADDRESS   : 21 BARN OWL COURT,
        01         CITY      :    MARLBORO TOWNSHIP
                   STATE/ZIP : NJ  07751
    MORTGAGE AMOUNT :   298,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    298,107.01  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,010.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031462740     MORTGAGORS: MYRFORS              JESPER

    REGION CODE    ADDRESS   : 1012 4TH STREET
        01         CITY      :    SNOHOMISH
                   STATE/ZIP : WA  98290
    MORTGAGE AMOUNT :   324,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    321,454.04  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,237.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   05/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031491228     MORTGAGORS: CHIARA               RICHARD
                               ADAMSON              SHAWN
    REGION CODE    ADDRESS   : 2022 EAST 10765 SOUTH
        01         CITY      :    SANDY
                   STATE/ZIP : UT  84092
    MORTGAGE AMOUNT :   257,922.00  OPTION TO CONVERT :
    UNPAID BALANCE :    256,556.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,803.43  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   04/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 92.11500
    ----------------------------------------------------------------
0   0031495989     MORTGAGORS: SCHULTZ              ROBERT
                               SCHULTZ              MENA
    REGION CODE    ADDRESS   : 8 LAZARUS DRIVE
        01         CITY      :    ROXBURY
                   STATE/ZIP : NJ  07836
    MORTGAGE AMOUNT :   270,791.64  OPTION TO CONVERT :
    UNPAID BALANCE :    270,357.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,824.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 92.61000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,417,113.64
                               P & I AMT:      9,690.56
                               UPB AMT:   1,412,267.50

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          106
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031497027     MORTGAGORS: AUGST                KENNETH
                               AUGST                MARY
    REGION CODE    ADDRESS   : 6021 BERWYND ROAD
        01         CITY      :    FAIRFAX
                   STATE/ZIP : VA  22030
    MORTGAGE AMOUNT :   227,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    226,535.93  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,608.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 62.07600
    ----------------------------------------------------------------
0   0031497357     MORTGAGORS: ZAVAR                MASTANEH

    REGION CODE    ADDRESS   : 709 CATTS TAVERN DRIVE
        01         CITY      :    ALEXANDRIA
                   STATE/ZIP : VA  22314
    MORTGAGE AMOUNT :   284,450.00  OPTION TO CONVERT :
    UNPAID BALANCE :    284,211.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,868.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.99400
    ----------------------------------------------------------------
0   0031517618     MORTGAGORS: O'CONNOR             JOHN
                               O'CONNOR             SUSAN
    REGION CODE    ADDRESS   : 5 MILLSTONE LANE
        01         CITY      :    WHITEHOUSE STATION
                   STATE/ZIP : NJ  08889
    MORTGAGE AMOUNT :   281,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    281,200.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,222.54  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/18
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031549702     MORTGAGORS: HAWLEY               JAMES
                               HAWLEY               CYNTHIA
    REGION CODE    ADDRESS   : 929 BRICK MANOR CIRCLE
        01         CITY      :    SILVER SPRING
                   STATE/ZIP : MD  20905
    MORTGAGE AMOUNT :   336,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    335,910.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,180.59  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 77.44100
    ----------------------------------------------------------------
0   0031551062     MORTGAGORS: WAYT                 JAMES
                               CARTER               TRACY
    REGION CODE    ADDRESS   : 823 REDHAVEN STREET
        01         CITY      :    BRENTWOOD
                   STATE/ZIP : CA  94513
    MORTGAGE AMOUNT :   278,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,994.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,876.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 94.98300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,407,550.00
                               P & I AMT:      9,756.18
                               UPB AMT:   1,405,851.58

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          107
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031561848     MORTGAGORS: MCLAUGHLAN           EDWARD
                               MCLAUGHLAN           KELLY
    REGION CODE    ADDRESS   : 43328 LOCHDON LANE
        01         CITY      :    SOUTH RIDING
                   STATE/ZIP : VA  20152
    MORTGAGE AMOUNT :   275,050.00  OPTION TO CONVERT :
    UNPAID BALANCE :    274,813.19  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,783.97  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 79.95600
    ----------------------------------------------------------------
0   0031572654     MORTGAGORS: KASS                 JUDITH
                               KASS                 MILTON
    REGION CODE    ADDRESS   : 473 WEST END AVE. #14B
        01         CITY      :    NEW YORK
                   STATE/ZIP : NY  10024
    MORTGAGE AMOUNT :   410,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    410,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,831.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 49.69697
    ----------------------------------------------------------------
0   0031584337     MORTGAGORS: BLOCK                GARY
                               BLOCK                DAINA
    REGION CODE    ADDRESS   : 2002 BIRTHDAY COURT
        01         CITY      :    BROOKEVILLE
                   STATE/ZIP : MD  20833
    MORTGAGE AMOUNT :   349,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    349,306.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,296.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.72800
    ----------------------------------------------------------------
0   0031603533     MORTGAGORS: FLORES               MARCO
                               FLORES               YOLANDA
    REGION CODE    ADDRESS   : 981 ROSAL COURT
        01         CITY      :    CHULA VISTA
                   STATE/ZIP : CA  91910
    MORTGAGE AMOUNT :   286,650.00  OPTION TO CONVERT :
    UNPAID BALANCE :    285,747.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,955.46  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.98872
    ----------------------------------------------------------------
0   0031619992     MORTGAGORS: STOWERS              JAMES

    REGION CODE    ADDRESS   : 2420 DORADO DRIVE
        01         CITY      :    MISSION
                   STATE/ZIP : TX  78572
    MORTGAGE AMOUNT :   257,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    256,602.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,867.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   06/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 71.52700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,578,800.00
                               P & I AMT:     10,734.87
                               UPB AMT:   1,576,469.15

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          108
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031620529     MORTGAGORS: BURNS                JOHN
                               BURNS                DONNA
    REGION CODE    ADDRESS   : 141 QUAIL RUN COURT
        01         CITY      :    HOWELL
                   STATE/ZIP : NJ  07731
    MORTGAGE AMOUNT :   247,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    246,432.68  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,705.97  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.67700
    ----------------------------------------------------------------
0   0031620768     MORTGAGORS: ZARRABIAN            KHOSROW
                               ZARRABIAN            MOULOOD
    REGION CODE    ADDRESS   : 22515 CONIL
        01         CITY      :    MISSION VIEJO
                   STATE/ZIP : CA  92691
    MORTGAGE AMOUNT :   264,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    263,008.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,845.93  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   06/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031621584     MORTGAGORS: MONTESINO            PATSY

    REGION CODE    ADDRESS   : 1006 PREAKNESS AVENUE
        01         CITY      :    WAYNE
                   STATE/ZIP : NJ  07470
    MORTGAGE AMOUNT :   252,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,798.48  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,697.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031623267     MORTGAGORS: STEWART              FRANK
                               STEWART              MARJORIE
    REGION CODE    ADDRESS   : 32 ROWLEY SHORE ROAD
        01         CITY      :    GLOUCESTER
                   STATE/ZIP : MA  01930
    MORTGAGE AMOUNT :   360,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    359,732.83  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,517.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 72.00000
    ----------------------------------------------------------------
0   0031625445     MORTGAGORS: ROCCO                RUBY

    REGION CODE    ADDRESS   : 483 EAST MOUNT AIRY ROAD
        01         CITY      :    CROTON-ON-HUDSON
                   STATE/ZIP : NY  10520
    MORTGAGE AMOUNT :   296,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    296,030.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,071.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,419,250.00
                               P & I AMT:      9,838.26
                               UPB AMT:   1,417,002.16

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          109
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031626567     MORTGAGORS: DE LA VEGA           DAGOBERTO
                               DE LA VEGA           ROSSINA
    REGION CODE    ADDRESS   : 10495 SW 60 STREET
        01         CITY      :    MIAMI
                   STATE/ZIP : FL  33173
    MORTGAGE AMOUNT :   256,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,397.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,746.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031627276     MORTGAGORS: MOKGETHI             BIANCA
                               MOKGETHI             SHALA
    REGION CODE    ADDRESS   : 431 FULTON STREET
        01         CITY      :    PHILADELPHIA
                   STATE/ZIP : PA  19147
    MORTGAGE AMOUNT :   244,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,235.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,710.28  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 94.99000
    ----------------------------------------------------------------
0   0031629025     MORTGAGORS: YIE                  CHARLES

    REGION CODE    ADDRESS   : 65 WHITE OAK ROAD
        01         CITY      :    WELLESLEY
                   STATE/ZIP : MA  02181
    MORTGAGE AMOUNT :   610,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    608,633.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,265.21  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 67.03200
    ----------------------------------------------------------------
0   0031630429     MORTGAGORS: ELWOOD               DREW
                               ELWOOD               SALLY
    REGION CODE    ADDRESS   : 74 LONGVIEW DRIVE
        01         CITY      :    GREEN BROOK TOWNSHIP
                   STATE/ZIP : NJ  08812
    MORTGAGE AMOUNT :   255,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,910.29  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,763.29  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 89.57800
    ----------------------------------------------------------------
0   0031632136     MORTGAGORS: HARRIS               KENNITH
                               HARRIS               STACY
    REGION CODE    ADDRESS   : 5509 RAINBOW CREST DRIVE
        01         CITY      :    AGOURA HILLS
                   STATE/ZIP : CA  91301
    MORTGAGE AMOUNT :   249,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    248,833.25  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,723.93  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,615,500.00
                               P & I AMT:     11,209.08
                               UPB AMT:   1,612,009.98

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          110
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031632482     MORTGAGORS: MALHOTRA             SAMIR
                               MALHOTRA             BINA
    REGION CODE    ADDRESS   : 5 POTOMAC MANOR COURT
        01         CITY      :    POTOMAC
                   STATE/ZIP : MD  20854
    MORTGAGE AMOUNT :   723,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    721,434.25  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     5,305.12  OUTSIDE CONV DATE :
    LIFETIME RATE   :      8.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      8.00000  PRODUCT CODE      :   015
    LTV :                 72.66300
    ----------------------------------------------------------------
0   0031636863     MORTGAGORS: RESSLER              BARRY
                               RESSLER              NANCY
    REGION CODE    ADDRESS   : 187 NEWTOWN TURNPIKE
        01         CITY      :    WESTON
                   STATE/ZIP : CT  06883
    MORTGAGE AMOUNT :   380,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    378,868.23  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,689.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 63.33300
    ----------------------------------------------------------------
0   0031637291     MORTGAGORS: PASS                 COREY
                               PASS                 LORI
    REGION CODE    ADDRESS   : 1701 PROSPECT ESTATE
        01         CITY      :    ESTES PARK
                   STATE/ZIP : CO  80517
    MORTGAGE AMOUNT :   252,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,595.74  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,697.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 65.11600
    ----------------------------------------------------------------
0   0031641228     MORTGAGORS: TORTO                MICHAEL
                               TORTO                DIANE
    REGION CODE    ADDRESS   : 32 BOSTON ROAD
        01         CITY      :    WESTFORD
                   STATE/ZIP : MA  01886
    MORTGAGE AMOUNT :   450,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    448,474.74  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,956.18  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031642341     MORTGAGORS: SMITH                JAMES
                               SMITH                SANDRA
    REGION CODE    ADDRESS   : 4055 N RECKER RD 47
        01         CITY      :    MESA
                   STATE/ZIP : AZ  85215
    MORTGAGE AMOUNT :   242,650.00  OPTION TO CONVERT :
    UNPAID BALANCE :    242,106.38  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,696.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 83.67200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,047,650.00
                               P & I AMT:     14,345.34
                               UPB AMT:   2,042,479.34

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          111
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031643174     MORTGAGORS: DEY                  RUTH
                               DEY                  DAVID
    REGION CODE    ADDRESS   : 43332 LOCHDON LANE
        01         CITY      :    SOUTH RIDING
                   STATE/ZIP : VA  20152
    MORTGAGE AMOUNT :   292,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    291,954.51  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,919.55  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.74300
    ----------------------------------------------------------------
0   0031643968     MORTGAGORS: PURCELL              CONNIE
                               PURCELL              KIRK
    REGION CODE    ADDRESS   : 23341 ESPERANZA DRIVE
        01         CITY      :    LEXINGTON PARK
                   STATE/ZIP : MD  20653
    MORTGAGE AMOUNT :   305,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    304,545.89  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,132.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.63400
    ----------------------------------------------------------------
0   0031653058     MORTGAGORS: DEMERY               THOMAS
                               DEMERY               CAROL
    REGION CODE    ADDRESS   : 6110 EDGEWOOD TERRACE
        01         CITY      :    ALEXANDRIA
                   STATE/ZIP : VA  22307
    MORTGAGE AMOUNT :   451,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    450,038.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,231.02  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 78.43400
    ----------------------------------------------------------------
0   0031657646     MORTGAGORS: RAUSENBERGER         MATTHEW
                               RAUSENBERGER         MARGO
    REGION CODE    ADDRESS   : 424 NICHOLAS DRIVE
        01         CITY      :    MOUNTIN VIEW
                   STATE/ZIP : CA  94043
    MORTGAGE AMOUNT :   446,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    445,302.05  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,042.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.97700
    ----------------------------------------------------------------
0   0031661812     MORTGAGORS: ION                  THOMAS
                               ION                  JANET
    REGION CODE    ADDRESS   : 12642 CRESCENT MEADOW COURT
        01         CITY      :    MOORPARK
                   STATE/ZIP : CA  93021
    MORTGAGE AMOUNT :   260,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,738.58  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,843.81  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 81.40600
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,754,700.00
                               P & I AMT:     12,169.49
                               UPB AMT:   1,751,579.91

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          112
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031661879     MORTGAGORS: PRZYWARA             KENNETH
                               PRZYWARA             MARYANNE
    REGION CODE    ADDRESS   : 703 CARDIFF RD.,
        01         CITY      :    WILMINGTON
                   STATE/ZIP : DE  19803
    MORTGAGE AMOUNT :   273,505.00  OPTION TO CONVERT :
    UNPAID BALANCE :    272,892.24  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,912.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031663149     MORTGAGORS: STERN                RONALD
                               STERN                DEBRA
    REGION CODE    ADDRESS   : 37 OLIVER ROAD
        01         CITY      :    PARAMUS BORO
                   STATE/ZIP : NJ  07652
    MORTGAGE AMOUNT :   270,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    270,286.77  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,869.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 77.34200
    ----------------------------------------------------------------
0   0031665284     MORTGAGORS: STOKELY              JOHN
                               STOKLEY              LINDA
    REGION CODE    ADDRESS   : 104 B COLUMBIA AVENUE
        01         CITY      :    REHOBOTH BEACH
                   STATE/ZIP : DE  19971
    MORTGAGE AMOUNT :   344,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    343,724.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,317.59  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031666266     MORTGAGORS: UMANSKY              ANN
                               UMANSKY              CHARLES
    REGION CODE    ADDRESS   : 8 TAUTON ROAD
        01         CITY      :    SCARSDALE
                   STATE/ZIP : NY  10583
    MORTGAGE AMOUNT :   500,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    499,236.74  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,453.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 62.89300
    ----------------------------------------------------------------
0   0031666423     MORTGAGORS: DELISE               ANTONIO
                               DELISE               LORI
    REGION CODE    ADDRESS   : 35 RIDGEWAY ROAD
        01         CITY      :    EASTON
                   STATE/ZIP : CT  06612
    MORTGAGE AMOUNT :   431,920.00  OPTION TO CONVERT :
    UNPAID BALANCE :    430,825.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,837.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,820,125.00
                               P & I AMT:     12,390.43
                               UPB AMT:   1,816,965.80

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          113
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031666811     MORTGAGORS: HOLLOWAY             JAMES
                               SHERER               TRACY
    REGION CODE    ADDRESS   : 47137 KENTWELL PLACE
        01         CITY      :    STERLING
                   STATE/ZIP : VA  20165
    MORTGAGE AMOUNT :   273,350.00  OPTION TO CONVERT :
    UNPAID BALANCE :    272,551.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,934.76  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 93.93400
    ----------------------------------------------------------------
0   0031667397     MORTGAGORS: OWEN                 MARCUS
                               DRAHAM               CHRISTINE
    REGION CODE    ADDRESS   : 5809 WILSON LANE
        01         CITY      :    BETHESDA
                   STATE/ZIP : MD  20817
    MORTGAGE AMOUNT :   249,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    248,272.21  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,762.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 84.40600
    ----------------------------------------------------------------
0   0031670862     MORTGAGORS: SAMMARTINO           FRED
                               VAN DER BEEK         BRENDA
    REGION CODE    ADDRESS   : 231 CHESTNUT STREET
        01         CITY      :    NORTH ANDOVER
                   STATE/ZIP : MA  01845
    MORTGAGE AMOUNT :   342,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    341,490.79  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,391.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 71.25000
    ----------------------------------------------------------------
0   0031672629     MORTGAGORS: ARNOLD               STEPHEN
                               ARNOLD               LORIE
    REGION CODE    ADDRESS   : 12610 ARENA COURT
        01         CITY      :    RANCHO CUCAMONGA
                   STATE/ZIP : CA  91739
    MORTGAGE AMOUNT :   321,515.00  OPTION TO CONVERT :
    UNPAID BALANCE :    320,515.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,193.30  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 94.99995
    ----------------------------------------------------------------
0   0031678402     MORTGAGORS: PIMCHAIPONG          PANOO
                               PIMCHAIPONG          BENJAMAS
    REGION CODE    ADDRESS   : 4419 WINDING OAK DRIVE,
        01         CITY      :    OLNEY,
                   STATE/ZIP : MD  20832
    MORTGAGE AMOUNT :   267,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    266,786.48  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,798.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.99400
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,452,865.00
                               P & I AMT:     10,080.61
                               UPB AMT:   1,449,615.61

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          114
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031679079     MORTGAGORS: FARZAN               KOOROSH

    REGION CODE    ADDRESS   : 4817 VANDERHILL ROAD
        01         CITY      :    TORRANCE
                   STATE/ZIP : CA  90505
    MORTGAGE AMOUNT :   306,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    305,314.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,139.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031682933     MORTGAGORS: EHRING               MICHEAL
                               EHRING               MARLENE
    REGION CODE    ADDRESS   : 5302 KENTWATER PLACE
        01         CITY      :    YORBA LINDA
                   STATE/ZIP : CA  92886
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,123.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,123.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 93.77900
    ----------------------------------------------------------------
0   0031685241     MORTGAGORS: STICHKA              ALBERT
                               STICHKA              PATRICIA
    REGION CODE    ADDRESS   : 1045 GALDAR PLACE
        01         CITY      :    CHULA VISTA
                   STATE/ZIP : CA  91910
    MORTGAGE AMOUNT :   265,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    265,376.86  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,744.81  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.99900
    ----------------------------------------------------------------
0   0031687221     MORTGAGORS: WITTE                DAVID
                               WITTE                SUSAN
    REGION CODE    ADDRESS   : 6727 SUNNYSLOPE AVENUE
        01         CITY      :    CASTRO VALLEY
                   STATE/ZIP : CA  94552
    MORTGAGE AMOUNT :   341,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    339,899.44  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,297.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 74.94500
    ----------------------------------------------------------------
0   0031688906     MORTGAGORS: GREENWALD            DANIEL
                               CLOHERTY             LISA
    REGION CODE    ADDRESS   : 4 ABBEY LANE
        01         CITY      :    LYNNFIELD
                   STATE/ZIP : MA  01940
    MORTGAGE AMOUNT :   271,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    270,577.11  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,873.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,483,800.00
                               P & I AMT:     10,178.29
                               UPB AMT:   1,480,291.01

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          115
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031689383     MORTGAGORS: AMOROSO              JOSEPH

    REGION CODE    ADDRESS   : 35 CEDAR STREET
        01         CITY      :    MARBLEHEAD
                   STATE/ZIP : MA  01945
    MORTGAGE AMOUNT :   241,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    240,586.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,727.27  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 87.35500
    ----------------------------------------------------------------
0   0031689730     MORTGAGORS: COOPER               RONALD
                               COOPER               MICHELLE
    REGION CODE    ADDRESS   : 10008 PRESTWICH TERRACE
        01         CITY      :    IJAMSVILLE
                   STATE/ZIP : MD  21702
    MORTGAGE AMOUNT :   290,550.00  OPTION TO CONVERT :
    UNPAID BALANCE :    290,317.65  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,957.49  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.99900
    ----------------------------------------------------------------
0   0031693377     MORTGAGORS: COPELAND             LOREN

    REGION CODE    ADDRESS   : 424 N. VALLEY FORGE ROAD
        01         CITY      :    DEVON
                   STATE/ZIP : PA  19333
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    398,935.39  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,561.25  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 71.99900
    ----------------------------------------------------------------
0   0031694219     MORTGAGORS: MICHIELINI           JOHN
                               MICHIELINI           KERIN
    REGION CODE    ADDRESS   : 7 CHESTNUT STREET
        01         CITY      :    GARDEN CITY
                   STATE/ZIP : NY  11530
    MORTGAGE AMOUNT :   325,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    324,746.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,217.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 72.22200
    ----------------------------------------------------------------
0   0031694649     MORTGAGORS: SCHMELZINGER         LAURENCE
                               SCHMELZINGER         ANITA
    REGION CODE    ADDRESS   : 58 SECOND STREET
        01         CITY      :    GARDEN CITY
                   STATE/ZIP : NY  11530
    MORTGAGE AMOUNT :   396,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    395,561.11  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,774.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 50.15800
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,653,400.00
                               P & I AMT:     11,237.23
                               UPB AMT:   1,650,146.81

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          116
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031695463     MORTGAGORS: HOLLOWELL            ALFRED
                               HOLLOWELL            CARMEN
    REGION CODE    ADDRESS   : 2714 EDGEWATER COURT
        01         CITY      :    WESTON
                   STATE/ZIP : FL  33332
    MORTGAGE AMOUNT :   280,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,590.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,911.80  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031695794     MORTGAGORS: NORRIS               LARRY
                               NORRIS               JANET
    REGION CODE    ADDRESS   : 8183 FAIRVIEW ROAD
        01         CITY      :    HOLLISTER
                   STATE/ZIP : CA  95023
    MORTGAGE AMOUNT :   325,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    324,733.60  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,162.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 62.50000
    ----------------------------------------------------------------
0   0031697998     MORTGAGORS: LOMBARDO             PHILIP
                               LOMBARDO             KELLY
    REGION CODE    ADDRESS   : 4196 SHOREBREAK DRIVE
        01         CITY      :    HUNTINGTON BEACH
                   STATE/ZIP : CA  92649
    MORTGAGE AMOUNT :   450,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    446,810.01  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,993.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031698129     MORTGAGORS: AHMED                ASRAR
                               AHMED                AMINA
    REGION CODE    ADDRESS   : 24 HIDDEN BROOK DRIVE
        01         CITY      :    BROOKFIELD
                   STATE/ZIP : CT  06804
    MORTGAGE AMOUNT :   420,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    419,664.13  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,829.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 58.33300
    ----------------------------------------------------------------
0   0031698764     MORTGAGORS: BARBER               ROBERT
                               BARBER               GLENDA
    REGION CODE    ADDRESS   : 13169 DAUPHIN ISLAND PARKWAY
        01         CITY      :    CODEN
                   STATE/ZIP : AL  36523
    MORTGAGE AMOUNT :   256,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    256,095.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,726.75  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 68.34600
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,731,550.00
                               P & I AMT:     11,624.26
                               UPB AMT:   1,726,892.94

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          117
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031703663     MORTGAGORS: FULWIDER             DONALD
                               FULWIDER             SHARON
    REGION CODE    ADDRESS   : 703 CATTS TAVERN DRIVE
        01         CITY      :    ALEXANDRA
                   STATE/ZIP : VA  22314
    MORTGAGE AMOUNT :   251,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,533.24  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,632.85  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 79.72900
    ----------------------------------------------------------------
0   0031704877     MORTGAGORS: AMERSON              STEPHEN
                               AMERSON              KRISTINE
    REGION CODE    ADDRESS   : 12501 NEDRA DRIVE
        01         CITY      :    GRANADA HILLS
                   STATE/ZIP : CA  91344
    MORTGAGE AMOUNT :   344,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    343,448.19  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,317.59  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031706237     MORTGAGORS: HOOK                 ALFRED
                               HOOK                 SUZANNE
    REGION CODE    ADDRESS   : 9 GRANT ROAD
        01         CITY      :    LYNNFIELD
                   STATE/ZIP : MA  01940
    MORTGAGE AMOUNT :   315,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    314,766.22  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,202.53  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 78.16300
    ----------------------------------------------------------------
0   0031706344     MORTGAGORS: EPPS                 CHARLES
                               EPPS                 BEVERLY
    REGION CODE    ADDRESS   : 4112 SEVENTEENTH STREET NORTHWEST
        01         CITY      :    WASHINGTON
                   STATE/ZIP : DC  20011
    MORTGAGE AMOUNT :   304,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    303,318.90  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,125.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031706765     MORTGAGORS: KOZIK                ROBERT
                               KOZIK                MYRIAM
    REGION CODE    ADDRESS   : 8539 FAUST AVENUE
        01         CITY      :    (WEST HILLS AREA) LOS ANG
                   STATE/ZIP : CA  91304
    MORTGAGE AMOUNT :   278,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,345.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,896.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 89.96700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,492,750.00
                               P & I AMT:     10,175.04
                               UPB AMT:   1,490,411.98

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          118
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031707656     MORTGAGORS: CINTRON              ROCKY
                               CINTRON              MEGAN
    REGION CODE    ADDRESS   : 310 KYLE ROAD
        01         CITY      :    CROWNSVILLE
                   STATE/ZIP : MD  21032
    MORTGAGE AMOUNT :   875,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    874,246.64  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     5,675.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   015
    LTV :                 70.00000
    ----------------------------------------------------------------
0   0031708373     MORTGAGORS: RUSSELL              CHARLES
                               RUSSELL              DARLENE
    REGION CODE    ADDRESS   : 2163 WILBANKS CIRCLE
        01         CITY      :    HENDERSON
                   STATE/ZIP : NV  89012
    MORTGAGE AMOUNT :   242,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    242,510.67  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,655.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 89.97700
    ----------------------------------------------------------------
0   0031709918     MORTGAGORS: LIND                 DAVID
                               LIND                 SHERRI
    REGION CODE    ADDRESS   : 4349 EAST DESERT LANE COURT
        01         CITY      :    HIGLEY
                   STATE/ZIP : AZ  85236
    MORTGAGE AMOUNT :   373,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    373,047.82  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,547.93  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031710957     MORTGAGORS: MONTEIRO             GEORGE
                               BANKS                NANCI
    REGION CODE    ADDRESS   : 4613 BRIGHTWOOD ROAD,
        01         CITY      :    OLNEY,
                   STATE/ZIP : MD  20832
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,750.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,182.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 78.59400
    ----------------------------------------------------------------
0   0031711567     MORTGAGORS: NAGEL                HAL
                               NAGEL                LINDA
    REGION CODE    ADDRESS   : 1427 CORAL PARKWAY
        01         CITY      :    NORTHBROOK
                   STATE/ZIP : IL  60062
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,274.75  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,705.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 34.01360
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,061,200.00
                               P & I AMT:     13,767.22
                               UPB AMT:   2,058,830.25

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          119
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031711989     MORTGAGORS: PENNETTA             THOMAS
                               PENNETTA             KATHLEEN
    REGION CODE    ADDRESS   : 76 WEDGEWOOD DRIVE
        01         CITY      :    MONTVILLE
                   STATE/ZIP : NJ  07045
    MORTGAGE AMOUNT :   384,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    384,426.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,527.54  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.99100
    ----------------------------------------------------------------
0   0031712060     MORTGAGORS: VOLLARO              JOHN
                               VOLLARO              DELORES
    REGION CODE    ADDRESS   : 4450 EAST ENCINAS AVENUE
        01         CITY      :    GILBERT
                   STATE/ZIP : AZ  85236
    MORTGAGE AMOUNT :   288,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,769.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,940.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031713753     MORTGAGORS: LAMB                 MICHEAL
                               LAMB                 JOANNE
    REGION CODE    ADDRESS   : 62 EMERALD GLEN LANE
        01         CITY      :    SALEM
                   STATE/ZIP : CT  06420
    MORTGAGE AMOUNT :   244,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,435.51  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,711.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031715741     MORTGAGORS: MANSOLILLO           A.
                               MANSOLILLO           MARIE
    REGION CODE    ADDRESS   : 19 HUNTER DRIVE
        01         CITY      :    WEST HARTFORD
                   STATE/ZIP : CT  06107
    MORTGAGE AMOUNT :   256,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    256,407.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,773.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031717507     MORTGAGORS: FOX                  DANIEL
                               FOX                  ELAINE
    REGION CODE    ADDRESS   : 3641 GLENEAGLES DRIVE
        01         CITY      :    TARZANA
                   STATE/ZIP : CA  91356
    MORTGAGE AMOUNT :   290,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    289,534.82  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,953.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 61.05200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,464,350.00
                               P & I AMT:      9,906.97
                               UPB AMT:   1,462,574.76

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          120
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031718406     MORTGAGORS: COOK                 TIMOTHY
                               COOK                 JANET
    REGION CODE    ADDRESS   : 4 CRANBERRY DRIVE
        01         CITY      :    FRANKLIN
                   STATE/ZIP : MA  02038
    MORTGAGE AMOUNT :   360,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    360,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,486.44  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031718521     MORTGAGORS: DEEMAN               NEIL
                               DEEMAN               ALEXANDRA
    REGION CODE    ADDRESS   : 101 LEONA COURT
        01         CITY      :    ALAMO
                   STATE/ZIP : CA  94507
    MORTGAGE AMOUNT :   416,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    414,856.29  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,804.36  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 73.02600
    ----------------------------------------------------------------
0   0031718786     MORTGAGORS: DOYLE                JOHN

    REGION CODE    ADDRESS   : 10 RADCLIFFE ROAD
        01         CITY      :    WELLESLEY
                   STATE/ZIP : MA  02181
    MORTGAGE AMOUNT :   505,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    505,200.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,318.80  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.06100
    ----------------------------------------------------------------
0   0031718927     MORTGAGORS: ESPOSITO             JOSEPH
                               ESPOSITO             GEORGETTE
    REGION CODE    ADDRESS   : 24 MAPLEWOOD WAY
        01         CITY      :    PLEASANTVILLE
                   STATE/ZIP : NY  10570
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,523.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,237.49  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031720188     MORTGAGORS: DECAMP               DODD
                               DECAMP               DAHLIA
    REGION CODE    ADDRESS   : 2924 ROSEDALE AVENUE
        01         CITY      :    UNIVERSITY PARK
                   STATE/ZIP : TX  75205
    MORTGAGE AMOUNT :   390,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    389,374.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,627.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 66.10100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,991,450.00
                               P & I AMT:     13,474.59
                               UPB AMT:   1,988,954.23

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          121
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031721137     MORTGAGORS: HAYES-HAAS           MARY
                               HAAS                 ARTHUR
    REGION CODE    ADDRESS   : 40 SCRIBNER HILL RD.
        01         CITY      :    WILTON
                   STATE/ZIP : CT  06897
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    400,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,694.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031721483     MORTGAGORS: HOWIE                GEORGE
                               HOWIE                PANDORA
    REGION CODE    ADDRESS   : 62 SILVER SPRING ROAD
        01         CITY      :    RIDGEFIELD
                   STATE/ZIP : CT  06877
    MORTGAGE AMOUNT :   381,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    381,109.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,634.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 65.75800
    ----------------------------------------------------------------
0   0031721707     MORTGAGORS: LEVA                 CRAIG
                               LEVA                 MONETTE
    REGION CODE    ADDRESS   : 1198 OXFORD COURT
        01         CITY      :    HIGHLAND PARK,
                   STATE/ZIP : IL  60035
    MORTGAGE AMOUNT :   316,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    315,009.39  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,128.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031722200     MORTGAGORS: FRITTER              DALE
                               FRITTER              EVELYN
    REGION CODE    ADDRESS   : 1976 BISHOP AVENUE
        01         CITY      :    FREMONT
                   STATE/ZIP : CA  94536
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,418.13  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,030.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 82.35200
    ----------------------------------------------------------------
0   0031722770     MORTGAGORS: ROSEMAN              MICHAEL

    REGION CODE    ADDRESS   : 17177 ESCALON DRIVE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  91436
    MORTGAGE AMOUNT :   367,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    366,439.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,534.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 89.95000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,744,400.00
                               P & I AMT:     12,023.04
                               UPB AMT:   1,741,977.06

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          122
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031724172     MORTGAGORS: DOUGHERTY            MICHAEL
                               DOUGHERTY            EILEEN
    REGION CODE    ADDRESS   : 262 53RD STREET
        01         CITY      :    AVALON
                   STATE/ZIP : NJ  08247
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,627.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,748.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 67.56700
    ----------------------------------------------------------------
0   0031724768     MORTGAGORS: TANNER               ERIC
                               TANNER               CORI
    REGION CODE    ADDRESS   : 15 VIA BANDADA
        01         CITY      :    RANCHO SANTA MARGARITA
                   STATE/ZIP : CA  92688
    MORTGAGE AMOUNT :   376,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    375,766.29  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,857.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      8.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      8.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031725609     MORTGAGORS: COMAS                STEVEN
                               COMAS                VALERIE
    REGION CODE    ADDRESS   : 33 BARNUM PLACE
        01         CITY      :    RIDGEFIELD
                   STATE/ZIP : CT  06877
    MORTGAGE AMOUNT :   312,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    312,272.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,054.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031725633     MORTGAGORS: KENNEDY              JOSEPH
                               KENNEDY              NICOLE
    REGION CODE    ADDRESS   : 90 STUYVESANT AVENUE
        01         CITY      :    LARCHMONT
                   STATE/ZIP : NY  10538
    MORTGAGE AMOUNT :   284,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    283,772.89  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,913.36  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.97700
    ----------------------------------------------------------------
0   0031725849     MORTGAGORS: RIGGS                LARRY
                               RIGGS                CAROL
    REGION CODE    ADDRESS   : 234 HELIOTROPE AVENUE
        01         CITY      :    NEWPORT BEACH
                   STATE/ZIP : CA  92625
    MORTGAGE AMOUNT :   965,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    964,247.21  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     6,583.00  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   015
    LTV :                 64.33333
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,187,800.00
                               P & I AMT:     15,157.15
                               UPB AMT:   2,185,687.07

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          123
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031728199     MORTGAGORS: KOMOROWSKI           JAMES
                               KOMOROWSKI           KRISTINE
    REGION CODE    ADDRESS   : 83 BUNKER HILL DRIVE
        01         CITY      :    TRUMBULL
                   STATE/ZIP : CT  06611
    MORTGAGE AMOUNT :   293,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    292,940.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,001.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031728728     MORTGAGORS: SHINDEL              JOSEPH
                               KARNITSKY            DIANN
    REGION CODE    ADDRESS   : 450 NEPTUNE DRIVE
        01         CITY      :    REDWOOD CITY
                   STATE/ZIP : CA  94065
    MORTGAGE AMOUNT :   388,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    387,775.80  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,746.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031728884     MORTGAGORS: STEIN                RICHARD
                               STEIN                CAROL
    REGION CODE    ADDRESS   : 3 WINDING LANE WEST
        01         CITY      :    WESTPORT
                   STATE/ZIP : CT  06880
    MORTGAGE AMOUNT :   500,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    499,619.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,453.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 42.55300
    ----------------------------------------------------------------
0   0031728926     MORTGAGORS: BEIERLE              LARRY
                               BEIERLE              ROSEANNA
    REGION CODE    ADDRESS   : 608 CALLE GANADERO
        01         CITY      :    SAN CLEMENTE
                   STATE/ZIP : CA  92673
    MORTGAGE AMOUNT :   275,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    274,536.62  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,806.55  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 67.07300
    ----------------------------------------------------------------
0   0031729999     MORTGAGORS: FORBES               STEVEN
                               FORBES               LEIGH
    REGION CODE    ADDRESS   : 22 PICKERING DRIVE
        01         CITY      :    ROBBINSVILLE
                   STATE/ZIP : NJ  08691
    MORTGAGE AMOUNT :   256,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,810.01  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,789.99  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.67600
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,712,400.00
                               P & I AMT:     11,797.67
                               UPB AMT:   1,710,682.82

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          124
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031731722     MORTGAGORS: WDOWIAK              THOMAS

    REGION CODE    ADDRESS   : 3209 CARLISLE ROAD
        01         CITY      :    BIRMINGHAM
                   STATE/ZIP : AL  35213
    MORTGAGE AMOUNT :   266,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    265,583.73  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,814.59  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031732399     MORTGAGORS: HELMS                RANDY
                               HELMS                LISA
    REGION CODE    ADDRESS   : 138 HICKORY LN
        01         CITY      :    CECIL
                   STATE/ZIP : AL  36013
    MORTGAGE AMOUNT :   242,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    241,711.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,631.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031732431     MORTGAGORS: RICCIARDO            ELAINE
                               RICCIARDO            STACEY
    REGION CODE    ADDRESS   : 7020 8TH AVENUE
        01         CITY      :    BROOKLYN
                   STATE/ZIP : NY  11204
    MORTGAGE AMOUNT :   310,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    310,280.84  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,224.47  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031732670     MORTGAGORS: CLARK                STEVEN
                               CLARK                JOAN
    REGION CODE    ADDRESS   : 32 BASKIN ROAD
        01         CITY      :    LEXINGTON
                   STATE/ZIP : MA  02173
    MORTGAGE AMOUNT :   350,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    349,230.61  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,417.36  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 57.85100
    ----------------------------------------------------------------
0   0031733280     MORTGAGORS: STAVLO               JOHN
                               STAVLO               SUSAN
    REGION CODE    ADDRESS   : 1705 FOREST TRAIL
        01         CITY      :    MAMMOTH LAKES
                   STATE/ZIP : CA  93546
    MORTGAGE AMOUNT :   272,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    271,787.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,855.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,440,600.00
                               P & I AMT:      9,943.02
                               UPB AMT:   1,438,594.62

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          125
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031733363     MORTGAGORS: MILLS                HELEN

    REGION CODE    ADDRESS   : 2243 N. UPTON STREET
        01         CITY      :    ARLINGTON
                   STATE/ZIP : VA  22207
    MORTGAGE AMOUNT :   551,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    550,179.58  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,852.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 76.52700
    ----------------------------------------------------------------
0   0031733769     MORTGAGORS: STANCO               JOHN
                               STANCO               KATHLEEN
    REGION CODE    ADDRESS   : 200 DUCK POND ROAD
        01         CITY      :    GLEN COVE
                   STATE/ZIP : NY  11542
    MORTGAGE AMOUNT :   315,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    314,754.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,148.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 56.65400
    ----------------------------------------------------------------
0   0031733983     MORTGAGORS: WOODWARD             KENNETH
                               WOODWARD             WENYING
    REGION CODE    ADDRESS   : 19 SPRING VIEW WAY
        01         CITY      :    LAS FLORES
                   STATE/ZIP : CA  92688
    MORTGAGE AMOUNT :   296,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    295,957.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,970.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 89.98900
    ----------------------------------------------------------------
0   0031733991     MORTGAGORS: HANSEN               MARK

    REGION CODE    ADDRESS   : 2 IVY TERRACE
        01         CITY      :    PROSPECT
                   STATE/ZIP : CT  06712
    MORTGAGE AMOUNT :   279,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    278,776.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,879.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031735038     MORTGAGORS: SHIFF                PAUL
                               SHIFF                JUNE
    REGION CODE    ADDRESS   : 7 KINGS ROAD
        01         CITY      :    SHARON
                   STATE/ZIP : MA  02067
    MORTGAGE AMOUNT :   478,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    477,645.25  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,342.25  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 71.55600
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,919,200.00
                               P & I AMT:     13,194.10
                               UPB AMT:   1,917,313.18

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          126
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031735087     MORTGAGORS: SILVESTER            JAMES
                               SCABRINI             JANET
    REGION CODE    ADDRESS   : 90 MAYWOOD ROAD
        01         CITY      :    NORWALK
                   STATE/ZIP : CT  06850
    MORTGAGE AMOUNT :   290,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    289,779.33  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,002.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 47.15400
    ----------------------------------------------------------------
0   0031735277     MORTGAGORS: SULLIVAN             CHRISTOPHER
                               SULLIVAN             MARGARET
    REGION CODE    ADDRESS   : 661 AUGUSTA COURT
        01         CITY      :    BERWYN
                   STATE/ZIP : PA  19312
    MORTGAGE AMOUNT :   375,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    372,219.47  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,558.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 73.52900
    ----------------------------------------------------------------
0   0031735962     MORTGAGORS: CHANGANAQUI          TOMAS
                               CHANGANAQUI          MIRTHA
    REGION CODE    ADDRESS   : EICKE ROAD
        01         CITY      :    OLDWICK
                   STATE/ZIP : NJ  08858
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    400,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,627.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 62.01550
    ----------------------------------------------------------------
0   0031736408     MORTGAGORS: HINES                MATTHEW
                               HINES                ERIN
    REGION CODE    ADDRESS   : 1158 HAMPTONDALE ROAD
        01         CITY      :    WINNETKA
                   STATE/ZIP : IL  60093
    MORTGAGE AMOUNT :   650,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    649,492.93  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,434.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 66.66600
    ----------------------------------------------------------------
0   0031736580     MORTGAGORS: MERRIGAN             EDWARD

    REGION CODE    ADDRESS   : 381 HEMSLEY DRIVE
        01         CITY      :    QUEENSTOWN
                   STATE/ZIP : MD  21658
    MORTGAGE AMOUNT :   360,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    359,463.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,517.18  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 78.26000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,075,000.00
                               P & I AMT:     14,140.17
                               UPB AMT:   2,070,955.70

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          127
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031736838     MORTGAGORS: RICCIE               JOSEPH
                               RICCIE               CATHI
    REGION CODE    ADDRESS   : 6 CRIMSON KING TRAIL
        01         CITY      :    RARITAN TOWNSHIP
                   STATE/ZIP : NJ  08822
    MORTGAGE AMOUNT :   264,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    263,794.05  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,800.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 78.10600
    ----------------------------------------------------------------
0   0031736861     MORTGAGORS: ROSEN                MARK
                               ROSEN                KIM
    REGION CODE    ADDRESS   : 5325 CHURCHWOOD DRIVE
        01         CITY      :    AGOURA AREA
                   STATE/ZIP : CA  91301
    MORTGAGE AMOUNT :   389,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    388,375.99  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,620.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 84.56500
    ----------------------------------------------------------------
0   0031737299     MORTGAGORS: TEIE                 DAVID
                               TEIE                 MYRIAM
    REGION CODE    ADDRESS   : 172 MICHELE CIRCLE
        01         CITY      :    NOVATO
                   STATE/ZIP : CA  94947
    MORTGAGE AMOUNT :   276,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    275,589.06  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,929.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031737604     MORTGAGORS: MAY                  PATRICK
                               MAY                  MARY
    REGION CODE    ADDRESS   : 7219 OLD GATE ROAD
        01         CITY      :    ROCKVILLE
                   STATE/ZIP : MD  20852
    MORTGAGE AMOUNT :   316,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    315,747.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,128.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031739600     MORTGAGORS: GANS                 DAVID
                               GANS                 ANNE
    REGION CODE    ADDRESS   : 4 PETERSVILLE ROAD
        01         CITY      :    MT. KISCO
                   STATE/ZIP : NY  10549
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,511.52  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,210.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 59.81300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,565,000.00
                               P & I AMT:     10,690.66
                               UPB AMT:   1,563,017.92

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          128
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031740392     MORTGAGORS: NATHAN               SURENDAR
                               NATHAN               ARUNA
    REGION CODE    ADDRESS   : 6118 SWANSEA STREET
        01         CITY      :    BETHESDA
                   STATE/ZIP : MD  20817
    MORTGAGE AMOUNT :   263,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    262,994.68  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,795.49  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031741036     MORTGAGORS: OBI                  OLUFEMI

    REGION CODE    ADDRESS   : 17 HIGH STREET, UNIT 1
        01         CITY      :    BROOKLINE
                   STATE/ZIP : MA  02146
    MORTGAGE AMOUNT :   252,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    252,414.09  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,746.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031741168     MORTGAGORS: ZIENTEK              PAUL
                               ZIENTEK              DIANE
    REGION CODE    ADDRESS   : 10 FOX HILL RUN
        01         CITY      :    MONMOUTH JUNCTION
                   STATE/ZIP : NJ  08852
    MORTGAGE AMOUNT :   294,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    294,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,106.26  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 79.45900
    ----------------------------------------------------------------
0   0031743776     MORTGAGORS: CASCIATO             PETER
                               CASCIATO             REGINA
    REGION CODE    ADDRESS   : 2969 LAKE STREET A.K.A 198 32ND AVE
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94121
    MORTGAGE AMOUNT :   995,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    994,223.80  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     6,787.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   015
    LTV :                 34.79000
    ----------------------------------------------------------------
0   0031744956     MORTGAGORS: ANDERS               ALEC
                               ANDERS               ANDREA
    REGION CODE    ADDRESS   : 13607 PARRECO FARM COURT
        01         CITY      :    GERMANTOWN
                   STATE/ZIP : MD  20874
    MORTGAGE AMOUNT :   244,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,509.11  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,669.29  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.81000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,049,700.00
                               P & I AMT:     14,104.73
                               UPB AMT:   2,048,141.68

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          129
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031745029     MORTGAGORS: ALVAREZ              FRANK
                               ALVAREZ              JANETTE
    REGION CODE    ADDRESS   : 15 APPLETREE LANE
        01         CITY      :    NORWALK
                   STATE/ZIP : CT  06850
    MORTGAGE AMOUNT :   296,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    295,763.29  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,994.21  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031746126     MORTGAGORS: BLAES                BRADLEY
                               BLAES                NICOLE
    REGION CODE    ADDRESS   : 1603 VIA SAGE
        01         CITY      :    SAN CLEMENTE
                   STATE/ZIP : CA  92673
    MORTGAGE AMOUNT :   339,150.00  OPTION TO CONVERT :
    UNPAID BALANCE :    338,311.13  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,256.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 85.00000
    ----------------------------------------------------------------
0   0031746340     MORTGAGORS: AMIANA               AMANDO
                               AMIANA               LINDA
    REGION CODE    ADDRESS   : 2826 LAWNDALE DRIVE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90065
    MORTGAGE AMOUNT :   305,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    304,784.73  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,185.06  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 88.40500
    ----------------------------------------------------------------
0   0031746993     MORTGAGORS: TRAN                 PHUONG
                               PHAN                 BRIGITTE
    REGION CODE    ADDRESS   : 15910 MEAGHER STREET
        01         CITY      :    FOUNTAIN VALLEY
                   STATE/ZIP : CA  92708
    MORTGAGE AMOUNT :   248,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,621.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,712.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031747066     MORTGAGORS: SMITH                STEPHEN
                               SMITH                PAULINE
    REGION CODE    ADDRESS   : 15 PRESCOTT LANE
        01         CITY      :    HAMPTON FALLS,
                   STATE/ZIP : NH  03844
    MORTGAGE AMOUNT :   301,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    300,776.62  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,104.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 70.82300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,489,150.00
                               P & I AMT:     10,253.15
                               UPB AMT:   1,487,257.19

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          130
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031747140     MORTGAGORS: MAMA                 JENNIE

    REGION CODE    ADDRESS   : 10626 PINE NEEDLE ROAD
        01         CITY      :    OCEAN CITY
                   STATE/ZIP : MD  21842
    MORTGAGE AMOUNT :   261,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    258,455.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,849.12  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031748254     MORTGAGORS: ROSS                 URBAN
                               ROSS                 CAROL
    REGION CODE    ADDRESS   : 33 HOPEMONT DRIVE,
        01         CITY      :    MT LAUREL,
                   STATE/ZIP : NJ  08054
    MORTGAGE AMOUNT :   244,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,507.84  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,664.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031748783     MORTGAGORS: WOLFF                PAUL

    REGION CODE    ADDRESS   : 3957 TRIAD COURT
        01         CITY      :    WOODBRIDGE
                   STATE/ZIP : VA  22192
    MORTGAGE AMOUNT :   246,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    246,587.51  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,600.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 79.99200
    ----------------------------------------------------------------
0   0031748908     MORTGAGORS: MUTSCHELLER          JOHN
                               MUTSCHELLER          KARI
    REGION CODE    ADDRESS   : 12308 MICHAELS FORD ROAD
        01         CITY      :    COCKEYSVILLE
                   STATE/ZIP : MD  21030
    MORTGAGE AMOUNT :   530,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    529,586.55  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,615.53  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 73.61100
    ----------------------------------------------------------------
0   0031748940     MORTGAGORS: DANIELS              JEFFREY
                               DANIELS              SHARON
    REGION CODE    ADDRESS   : 11050 STUART MILL ROAD
        01         CITY      :    OAKTON
                   STATE/ZIP : VA  22124
    MORTGAGE AMOUNT :   303,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    303,518.87  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,097.93  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,585,800.00
                               P & I AMT:     10,827.83
                               UPB AMT:   1,581,656.14

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          131
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031749146     MORTGAGORS: GRIFFIN              GERALD
                               GRIFFIN              AMY
    REGION CODE    ADDRESS   : 15 VAN ORDEN RD
        01         CITY      :    HARRINGTON PARK
                   STATE/ZIP : NJ  07675
    MORTGAGE AMOUNT :   268,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,790.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,828.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031749674     MORTGAGORS: NICHOLS              MELVIN
                               NICHOLS              MARILYN
    REGION CODE    ADDRESS   : 1110 ESPLANADE #10
        01         CITY      :    REDONDO BEACH
                   STATE/ZIP : CA  90277
    MORTGAGE AMOUNT :   430,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    429,704.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,117.80  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 78.89900
    ----------------------------------------------------------------
0   0031749708     MORTGAGORS: WILDERMUTH           JOHN
                               WILDERMUTH           JEMMA
    REGION CODE    ADDRESS   : 4211 BEAUCROFT COURT
        01         CITY      :    WESTLAKE VILLAGE
                   STATE/ZIP : CA  91361
    MORTGAGE AMOUNT :   416,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    416,147.73  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,843.32  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031749732     MORTGAGORS: ECKARDT              CATHERINE

    REGION CODE    ADDRESS   : 351 PEMBERWICK ROAD 706
        01         CITY      :    GREENWICH
                   STATE/ZIP : CT  06831
    MORTGAGE AMOUNT :   265,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    264,782.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,763.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 66.25000
    ----------------------------------------------------------------
0   0031749849     MORTGAGORS: HAMADY               SAADI

    REGION CODE    ADDRESS   : 16 GRACEWOOD ROAD
        01         CITY      :    STONEHAM
                   STATE/ZIP : MA  02180
    MORTGAGE AMOUNT :   305,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    305,100.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,081.32  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,684,900.00
                               P & I AMT:     11,633.72
                               UPB AMT:   1,683,525.53

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          132
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031750060     MORTGAGORS: MELE                 ANTONIO
                               GALLOWAY             TAMARA
    REGION CODE    ADDRESS   : 35 COACH LANE
        01         CITY      :    NORWOOD
                   STATE/ZIP : MA  02062
    MORTGAGE AMOUNT :   242,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    242,046.48  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,591.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031750193     MORTGAGORS: BROWN                BARRINGTON
                               BROWN                PAULA
    REGION CODE    ADDRESS   : 19630 MUNCASTER ROAD
        01         CITY      :    DERWOOD
                   STATE/ZIP : MD  20855
    MORTGAGE AMOUNT :   249,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,055.61  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,808.32  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 75.57500
    ----------------------------------------------------------------
0   0031750730     MORTGAGORS: PATERSON             RICHARD
                               PATERSON             HEIDI
    REGION CODE    ADDRESS   : 3245 MIRALESTE
        01         CITY      :    PARKER
                   STATE/ZIP : AZ  85344
    MORTGAGE AMOUNT :   243,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    242,271.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,699.09  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 72.10682
    ----------------------------------------------------------------
0   0031750763     MORTGAGORS: LANGLEY              CRAIG
                               LANGLEY              LINDA
    REGION CODE    ADDRESS   : 11335 SW LYNNRIDGE AVENUE
        01         CITY      :    PORTLAND
                   STATE/ZIP : OR  97225
    MORTGAGE AMOUNT :   299,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    297,404.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,185.00  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   03/01/25
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 79.92000
    ----------------------------------------------------------------
0   0031750839     MORTGAGORS: NORTON               ERIC
                               NORTON               JANE
    REGION CODE    ADDRESS   : 21330 COLUMBUS AVENUE
        01         CITY      :    CUPERTINO,
                   STATE/ZIP : CA  95014
    MORTGAGE AMOUNT :   547,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    547,062.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,688.61  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,581,850.00
                               P & I AMT:     10,972.43
                               UPB AMT:   1,577,840.28

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          133
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031750862     MORTGAGORS: HIRSCHFIELD          G
                               HIRSCHFIELD          JANICE
    REGION CODE    ADDRESS   : 2122 24TH STREET
        01         CITY      :    GREELEY
                   STATE/ZIP : CO  80631
    MORTGAGE AMOUNT :   265,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    264,004.29  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,852.92  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   06/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 76.14900
    ----------------------------------------------------------------
0   0031750888     MORTGAGORS: GINSBERG             ERIC
                               GINSBERG             ELIZABETH
    REGION CODE    ADDRESS   : 16 TRACEY LANE
        01         CITY      :    SHARON
                   STATE/ZIP : MA  02067
    MORTGAGE AMOUNT :   275,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    273,330.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,922.84  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   03/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 64.55300
    ----------------------------------------------------------------
0   0031751175     MORTGAGORS: SCHULTE              NANCY
                               BROWNING             ROBERT
    REGION CODE    ADDRESS   : 4952 BELINDER
        01         CITY      :    WESTWOOD
                   STATE/ZIP : KS  66205
    MORTGAGE AMOUNT :   268,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,196.95  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,873.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 77.01100
    ----------------------------------------------------------------
0   0031751654     MORTGAGORS: MAXWELL              MITCHELL
                               MAXWELL              TIFFANI
    REGION CODE    ADDRESS   : 42 WILDWOOD DRIVE
        01         CITY      :    SOUTHBOROUGH
                   STATE/ZIP : MA  01772
    MORTGAGE AMOUNT :   305,150.00  OPTION TO CONVERT :
    UNPAID BALANCE :    305,150.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,055.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.93200
    ----------------------------------------------------------------
0   0031752124     MORTGAGORS: ERDODY               STEPHEN
                               ERDODY               JULIANA
    REGION CODE    ADDRESS   : 1216 BOSTON STREET
        01         CITY      :    ALTADENA
                   STATE/ZIP : CA  91001
    MORTGAGE AMOUNT :   431,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    430,541.75  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,978.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,544,350.00
                               P & I AMT:     10,683.71
                               UPB AMT:   1,540,223.91

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          134
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031752330     MORTGAGORS: WILLNER              DAVID
                               WILLNER              JILL
    REGION CODE    ADDRESS   : 1242 CORDOVA AVENUE
        01         CITY      :    GLENDALE
                   STATE/ZIP : CA  91207
    MORTGAGE AMOUNT :   349,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    348,740.99  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,440.26  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 73.94000
    ----------------------------------------------------------------
0   0031752348     MORTGAGORS: BURKE                CATHERINE
                               BURKE                MATTHEW
    REGION CODE    ADDRESS   : 69 SOMERSET ROAD
        01         CITY      :    BROOKLINE
                   STATE/ZIP : MA  02445
    MORTGAGE AMOUNT :   337,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    336,743.57  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,327.58  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.29400
    ----------------------------------------------------------------
0   0031752397     MORTGAGORS: BOATRIGHT            JANE
                               SCHEIDEMANTEL        PAUL
    REGION CODE    ADDRESS   : 121 HAGER LANE
        01         CITY      :    BOXBOROUGH
                   STATE/ZIP : MA  01719
    MORTGAGE AMOUNT :   348,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    348,506.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,291.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 77.51100
    ----------------------------------------------------------------
0   0031752454     MORTGAGORS: TINCUP               WILLIAM
                               TINCUP               KAREN
    REGION CODE    ADDRESS   : 3604 CORTE CASTILLO
        01         CITY      :    CARLSBAD
                   STATE/ZIP : CA  92009
    MORTGAGE AMOUNT :   697,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    696,469.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,814.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   015
    LTV :                 79.76900
    ----------------------------------------------------------------
0   0031752694     MORTGAGORS: MARSHALL             DUNCAN
                               MARSHALL             KRISTI
    REGION CODE    ADDRESS   : 180 HILL BROOK LANE
        01         CITY      :    FAIRFIELD,
                   STATE/ZIP : CT  06430
    MORTGAGE AMOUNT :   420,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    419,664.13  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,829.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,151,800.00
                               P & I AMT:     14,702.84
                               UPB AMT:   2,150,125.28

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          135
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031752736     MORTGAGORS: FRUMKIN              DANIEL
                               FRUMKIN              MICHELLE
    REGION CODE    ADDRESS   : 4 TERESA ROAD
        01         CITY      :    HOPKINTON
                   STATE/ZIP : MA  01748
    MORTGAGE AMOUNT :   247,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    246,792.49  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,622.61  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 85.20100
    ----------------------------------------------------------------
0   0031753692     MORTGAGORS: MARRS                MARC
                               MARRS                WHITNEY
    REGION CODE    ADDRESS   : 1650 NIAGARA ST
        01         CITY      :    DENVER
                   STATE/ZIP : CO  80220
    MORTGAGE AMOUNT :   241,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    240,794.11  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,709.33  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 75.11600
    ----------------------------------------------------------------
0   0031754096     MORTGAGORS: NOBLE                HOWARD
                               NOBLE                STEPHANIE
    REGION CODE    ADDRESS   : 10 JOY PLACE
        01         CITY      :    COHASSET
                   STATE/ZIP : MA  02025
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    300,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,393.91  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/18
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 69.76700
    ----------------------------------------------------------------
0   0031754120     MORTGAGORS: HANCOCK              MICHAEL
                               HANCOCK              MARY
    REGION CODE    ADDRESS   : 13120 NORTHEAST 203RD PLACE
        01         CITY      :    WOODINVILLE
                   STATE/ZIP : WA  98072
    MORTGAGE AMOUNT :   289,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    289,261.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,903.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031754195     MORTGAGORS: PEARLSON             JONATHON
                               PEARLSON             GILLIAN
    REGION CODE    ADDRESS   : 80 MORNINGSIDE LANE
        01         CITY      :    NORTH ANDOVER
                   STATE/ZIP : MA  01845
    MORTGAGE AMOUNT :   253,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    252,812.24  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,769.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 75.52200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,331,250.00
                               P & I AMT:      9,398.31
                               UPB AMT:   1,329,660.60

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          136
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031754203     MORTGAGORS: EDMONSON             DAVID
                               EDMONSON             SHANNON
    REGION CODE    ADDRESS   : 4741 NORTH OHIO STREET
        01         CITY      :    YORBA LINDA
                   STATE/ZIP : CA  92886
    MORTGAGE AMOUNT :   262,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    261,790.48  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,765.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 67.17900
    ----------------------------------------------------------------
0   0031754328     MORTGAGORS: KLUNGLAND            MARK
                               LARSEN               LEONARD
    REGION CODE    ADDRESS   : 136 NORTHWEST 74TH STREET
        01         CITY      :    SEATTLE
                   STATE/ZIP : WA  98117
    MORTGAGE AMOUNT :   256,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    256,088.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,728.09  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031754393     MORTGAGORS: RAGHUNANDAN          LATCHMAN
                               PERSAUD              BASMATTIE
    REGION CODE    ADDRESS   : 1 LUCE DRIVE
        01         CITY      :    CHESTER
                   STATE/ZIP : NJ  07930
    MORTGAGE AMOUNT :   581,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    579,490.84  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,768.36  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 67.29989
    ----------------------------------------------------------------
0   0031754419     MORTGAGORS: ALEXANDER            GREGORY
                               ALEXANDER            BROOKE
    REGION CODE    ADDRESS   : 1002 S DAKOTA AVE
        01         CITY      :    TAMPA
                   STATE/ZIP : FL  33606
    MORTGAGE AMOUNT :   432,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    431,340.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,983.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031754484     MORTGAGORS: LEEPER               JAMES
                               EVERETT              MEREDITH
    REGION CODE    ADDRESS   : 18015 RED ROCKS DRIVE
        01         CITY      :    GERMANTOWN
                   STATE/ZIP : MD  20874
    MORTGAGE AMOUNT :   254,950.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,756.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,760.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.06700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,786,450.00
                               P & I AMT:     12,006.20
                               UPB AMT:   1,783,466.40

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          137
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031754765     MORTGAGORS: SUDERMAN             SPENCER
                               SUDERMAN             STACEY
    REGION CODE    ADDRESS   : 28348 BERYLWOOD PLACE
        01         CITY      :    VALENCIA AREA
                   STATE/ZIP : CA  91354
    MORTGAGE AMOUNT :   248,850.00  OPTION TO CONVERT :
    UNPAID BALANCE :    248,655.87  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,697.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 94.99900
    ----------------------------------------------------------------
0   0031754773     MORTGAGORS: NELSON               JOHN
                               NELSON               DIANE
    REGION CODE    ADDRESS   : 28327 BERYLWOOD PLACE
        01         CITY      :    VALENCIA
                   STATE/ZIP : CA  91354
    MORTGAGE AMOUNT :   276,650.00  OPTION TO CONVERT :
    UNPAID BALANCE :    276,444.68  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,934.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 94.98300
    ----------------------------------------------------------------
0   0031755101     MORTGAGORS: REUSCHER             F. CARLENE
                               REUSCHER             EDWARD
    REGION CODE    ADDRESS   : 226 POINSETTIA AVENUE
        01         CITY      :    NEWPORT BEACH
                   STATE/ZIP : CA  92625
    MORTGAGE AMOUNT :   513,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    513,368.34  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,375.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 68.05200
    ----------------------------------------------------------------
0   0031755788     MORTGAGORS: CONE                 GEORGE
                               CONE                 LESLIE
    REGION CODE    ADDRESS   : 26043 SE 26TH CT
        01         CITY      :    ISSAQUAH
                   STATE/ZIP : WA  98029
    MORTGAGE AMOUNT :   300,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    300,152.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,101.84  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031755812     MORTGAGORS: VOGEL                DAVID
                               VOGEL                CATHERINE
    REGION CODE    ADDRESS   : 145 BLACKBURN RD
        01         CITY      :    SUMMIT
                   STATE/ZIP : NJ  07901
    MORTGAGE AMOUNT :   290,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    289,546.16  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,978.32  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 70.73100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,629,900.00
                               P & I AMT:     11,087.45
                               UPB AMT:   1,628,167.48

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          138
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031756026     MORTGAGORS: DEMARCO              CAROLINE

    REGION CODE    ADDRESS   : 6408 OVERBROOK AVE
        01         CITY      :    PHILADELPHIA
                   STATE/ZIP : PA  19151
    MORTGAGE AMOUNT :   243,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,014.95  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,679.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031756133     MORTGAGORS: GIBSON               ANTONIO
                               GIBSON               MADELINE
    REGION CODE    ADDRESS   : 2842 SINGLETREE COVE
        01         CITY      :    CEDAR HILL
                   STATE/ZIP : TX  75104
    MORTGAGE AMOUNT :   252,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,798.48  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,697.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.74600
    ----------------------------------------------------------------
0   0031756307     MORTGAGORS: DE MARCO             ROBERT
                               DE MARCO             TAMARA
    REGION CODE    ADDRESS   : 1649 BRITTAN AVENUE
        01         CITY      :    SAN CARLOS
                   STATE/ZIP : CA  94070
    MORTGAGE AMOUNT :   317,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    316,568.11  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,141.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.45000
    ----------------------------------------------------------------
0   0031756422     MORTGAGORS: TOLER                KATHY

    REGION CODE    ADDRESS   : 4924 HOLLY TREE DRIVE
        01         CITY      :    DALLAS
                   STATE/ZIP : TX  75287
    MORTGAGE AMOUNT :   268,350.00  OPTION TO CONVERT :
    UNPAID BALANCE :    268,130.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,785.34  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 86.56400
    ----------------------------------------------------------------
0   0031756448     MORTGAGORS: LONGO                JOSEPH
                               LONGO                TRACY
    REGION CODE    ADDRESS   : 4631 VIA GRANDE
        01         CITY      :    THOUSAND OAKS
                   STATE/ZIP : CA  91320
    MORTGAGE AMOUNT :   330,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    330,169.51  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,227.99  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.98700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,412,050.00
                               P & I AMT:      9,531.90
                               UPB AMT:   1,409,681.08

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          139
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031756562     MORTGAGORS: RAEBURN              ROY
                               RAEBURN              CHARMION
    REGION CODE    ADDRESS   : 10 OLD CHESTER ROAD
        01         CITY      :    ESSEX FELLS
                   STATE/ZIP : NJ  07021
    MORTGAGE AMOUNT :   350,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    350,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,537.75  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 64.81400
    ----------------------------------------------------------------
0   0031756588     MORTGAGORS: SCRIBNER             JAY
                               SCRIBNER             CARROLL
    REGION CODE    ADDRESS   : 21 ALLEN STREET
        01         CITY      :    BASKING RIDGE
                   STATE/ZIP : NJ  07920
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    280,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,152.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      8.50000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      8.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031756661     MORTGAGORS: JACOBS               DONALD
                               JULSRUD              JILL
    REGION CODE    ADDRESS   : 19014 FIRETHORN POINTE
        01         CITY      :    EDEN PRAIRIE
                   STATE/ZIP : MN  55347
    MORTGAGE AMOUNT :   786,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    785,445.24  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     5,631.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   015
    LTV :                 74.85700
    ----------------------------------------------------------------
0   0031756679     MORTGAGORS: DOKKEN               DANA
                               DOKKEN               LAURA
    REGION CODE    ADDRESS   : 10080 LONGVIEW DRIVE
        01         CITY      :    LITTLETON
                   STATE/ZIP : CO  80123
    MORTGAGE AMOUNT :   325,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    324,733.60  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,162.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 70.74200
    ----------------------------------------------------------------
0   0031756992     MORTGAGORS: BODEN                STEVEN
                               BODEN                SARAH
    REGION CODE    ADDRESS   : 18 WALSH DRIVE
        01         CITY      :    MAHWAH
                   STATE/ZIP : NJ  07430
    MORTGAGE AMOUNT :   650,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    649,007.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,489.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 64.51600
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,391,000.00
                               P & I AMT:     16,973.34
                               UPB AMT:   2,389,186.60

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          140
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031757669     MORTGAGORS: PERKINS              TIM
                               PERKINS              DANETTE
    REGION CODE    ADDRESS   : 18 SPRING VIEW WAY
        01         CITY      :    LAS FLORES
                   STATE/ZIP : CA  92688
    MORTGAGE AMOUNT :   248,850.00  OPTION TO CONVERT :
    UNPAID BALANCE :    248,651.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,676.55  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.99200
    ----------------------------------------------------------------
0   0031757891     MORTGAGORS: BURZAK               THOMAS
                               BURZAK               JANET
    REGION CODE    ADDRESS   : 522 WHITETAIL CIRCLE
        01         CITY      :    HAMPSHIRE
                   STATE/ZIP : IL  60140
    MORTGAGE AMOUNT :   244,077.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,886.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,665.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 94.99900
    ----------------------------------------------------------------
0   0031758105     MORTGAGORS: GOH                  KING
                               PEK                  BING
    REGION CODE    ADDRESS   : 25 SPRING VIEW WAY
        01         CITY      :    LAS FLORES
                   STATE/ZIP : CA  92688
    MORTGAGE AMOUNT :   260,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,086.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,731.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.99100
    ----------------------------------------------------------------
0   0031758246     MORTGAGORS: RIOS                 ROBERT

    REGION CODE    ADDRESS   : 3513 N SAN MIGUEL ST
        01         CITY      :    TAMPA
                   STATE/ZIP : FL  33629
    MORTGAGE AMOUNT :   265,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    265,697.67  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,836.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 94.99800
    ----------------------------------------------------------------
0   0031758576     MORTGAGORS: SONGER               NEIL

    REGION CODE    ADDRESS   : 996 CAPITOLA WAY
        01         CITY      :    SANTA CLARA
                   STATE/ZIP : CA  95051
    MORTGAGE AMOUNT :   368,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    367,726.89  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,573.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.13900
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,387,127.00
                               P & I AMT:      9,483.00
                               UPB AMT:   1,386,048.78

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          141
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031758584     MORTGAGORS: CICCONE              ROBERT
                               CICCONE              COLBY
    REGION CODE    ADDRESS   : 6 POINTERS RIDGE
        01         CITY      :    FREDERICKSBURG
                   STATE/ZIP : VA  22405
    MORTGAGE AMOUNT :   261,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    261,169.87  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,740.44  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031758840     MORTGAGORS: MATSON               STEPHEN
                               MATSON               FRANCES
    REGION CODE    ADDRESS   : 36 OLD COLONY ROAD
        01         CITY      :    BERNARDSVILLE
                   STATE/ZIP : NJ  07924
    MORTGAGE AMOUNT :   289,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    288,558.82  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,996.06  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 69.63800
    ----------------------------------------------------------------
0   0031758865     MORTGAGORS: THURSTON             SHEILA

    REGION CODE    ADDRESS   : 35 BEACH ROAD
        01         CITY      :    OSSINING
                   STATE/ZIP : NY  10562
    MORTGAGE AMOUNT :   292,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    291,470.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,991.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 68.70500
    ----------------------------------------------------------------
0   0031758873     MORTGAGORS: BALCH                MICHAEL
                               BALCH                BETHANY
    REGION CODE    ADDRESS   : 142 BUCKINGHAM ROAD
        01         CITY      :    MONTCLAIR TOWNSHIP
                   STATE/ZIP : NJ  07043
    MORTGAGE AMOUNT :   268,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,422.56  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,828.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031758980     MORTGAGORS: BOND                 TONY
                               BOND                 TAMMIE
    REGION CODE    ADDRESS   : 20878 GARDENGATE CIRCLE
        01         CITY      :    ASHBURN
                   STATE/ZIP : VA  20147
    MORTGAGE AMOUNT :   249,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,055.57  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,700.32  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 94.63600
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,359,850.00
                               P & I AMT:      9,257.01
                               UPB AMT:   1,357,677.22

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          142
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031759459     MORTGAGORS: CROW                 DAVID
                               CROW                 MARGARET
    REGION CODE    ADDRESS   : 5930 LONG ISLAND DRIVE
        01         CITY      :    ATLANTA
                   STATE/ZIP : GA  30028
    MORTGAGE AMOUNT :   840,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    838,652.53  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     5,659.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   015
    LTV :                 70.00000
    ----------------------------------------------------------------
0   0031759467     MORTGAGORS: MULLER               JEFFREY
                               MULLER               STEPHANIE
    REGION CODE    ADDRESS   : 36 HERITAGE LANE
        01         CITY      :    STOW
                   STATE/ZIP : MA  01775
    MORTGAGE AMOUNT :   328,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    328,124.11  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,157.35  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.70800
    ----------------------------------------------------------------
0   0031759582     MORTGAGORS: MUISE                ROY
                               MUISE                KATHLEEN
    REGION CODE    ADDRESS   : 2 HICKORY DRIVE
        01         CITY      :    MEDWAY
                   STATE/ZIP : MA  02053
    MORTGAGE AMOUNT :   310,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    310,669.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,173.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 89.99500
    ----------------------------------------------------------------
0   0031759608     MORTGAGORS: HILL                 LINDA
                               HILL                 DAVID
    REGION CODE    ADDRESS   : 83 THORNTON ROAD
        01         CITY      :    NEEDHAM
                   STATE/ZIP : MA  02492
    MORTGAGE AMOUNT :   267,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    266,969.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,733.06  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031759624     MORTGAGORS: MOORE                PETER
                               MOORE                BERNICE
    REGION CODE    ADDRESS   : 6 HICKORY DRIVE
        01         CITY      :    MEDFIELD
                   STATE/ZIP : MA  02052
    MORTGAGE AMOUNT :   343,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    342,739.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,369.02  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 59.86000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,089,500.00
                               P & I AMT:     14,092.53
                               UPB AMT:   2,087,154.85

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          143
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031759814     MORTGAGORS: GRAY                 ROLAND
                               BURKE                GERALYN
    REGION CODE    ADDRESS   : 17 LOWELL STREET
        01         CITY      :    CAMBRIDGE
                   STATE/ZIP : MA  02138
    MORTGAGE AMOUNT :   460,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    459,613.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,021.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 47.42200
    ----------------------------------------------------------------
0   0031759913     MORTGAGORS: PARAS                NICHOLAS
                               PARAS                KAREN
    REGION CODE    ADDRESS   : 49 APPIAN WAY
        01         CITY      :    BARRINGTON
                   STATE/ZIP : RI  02806
    MORTGAGE AMOUNT :   408,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    407,681.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,783.28  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 77.19900
    ----------------------------------------------------------------
0   0031760036     MORTGAGORS: SELTZER              DAVID
                               SELTZER              CHERYL
    REGION CODE    ADDRESS   : 505 CASITA WAY
        01         CITY      :    LOS ALTOS
                   STATE/ZIP : CA  94022
    MORTGAGE AMOUNT :   384,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    383,700.44  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,619.56  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 52.24400
    ----------------------------------------------------------------
0   0031760192     MORTGAGORS: HERSKOWITZ           GARY
                               HERSKOWITZ           LISA
    REGION CODE    ADDRESS   : 366 ORENDA CIRCLE
        01         CITY      :    WESTFIELD
                   STATE/ZIP : NJ  07090
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    300,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,046.53  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031760390     MORTGAGORS: BRUNYE               BARRY
                               BRUNYE               LAURIE
    REGION CODE    ADDRESS   : 1138 CANDLEWOOD LANE
        01         CITY      :    EL CAJON
                   STATE/ZIP : CA  92020
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,622.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,840.26  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 77.61100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,812,000.00
                               P & I AMT:     12,311.51
                               UPB AMT:   1,810,618.15

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          144
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031760804     MORTGAGORS: MELTVEDT             ERICH

    REGION CODE    ADDRESS   : 309 WALNUT STREET
        01         CITY      :    NEWPORT BEACH
                   STATE/ZIP : CA  92663
    MORTGAGE AMOUNT :   274,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    273,592.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,915.85  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.88300
    ----------------------------------------------------------------
0   0031760812     MORTGAGORS: HAMLIN               JAY
                               HAMLIN               DIANE
    REGION CODE    ADDRESS   : 9450 FUERTE DRIVE
        01         CITY      :    LA MESA
                   STATE/ZIP : CA  91941
    MORTGAGE AMOUNT :   242,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    242,220.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,694.90  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031760994     MORTGAGORS: WELCH                MICHAEL
                               WELCH                HOLLY
    REGION CODE    ADDRESS   : 78 ROCKROSE
        01         CITY      :    ALISO VIEJO AREA
                   STATE/ZIP : CA  92656
    MORTGAGE AMOUNT :   336,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    335,461.02  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,263.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031761034     MORTGAGORS: THOMAS               ERNIE
                               THOMAS               FELICE
    REGION CODE    ADDRESS   : 108 ST VINCENT COURT
        01         CITY      :    CHERRY HILL
                   STATE/ZIP : NJ  08003
    MORTGAGE AMOUNT :   288,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,780.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,989.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031761158     MORTGAGORS: NUNN                 DAVID

    REGION CODE    ADDRESS   : 960 DUG HILL RD
        01         CITY      :    BROWNSBORO
                   STATE/ZIP : AL  35741
    MORTGAGE AMOUNT :   418,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    418,165.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,819.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 64.38400
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,558,900.00
                               P & I AMT:     10,683.11
                               UPB AMT:   1,557,219.32

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          145
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031761182     MORTGAGORS: LEEGAN               MICHAEL
                               LEEGAN               TARA
    REGION CODE    ADDRESS   : 6809 BLUECURL CIRCLE
        01         CITY      :    SPRINGFIELD
                   STATE/ZIP : VA  22152
    MORTGAGE AMOUNT :   268,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,559.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,783.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031761265     MORTGAGORS: HARDY                LAWRENCE
                               HARDY                LINDA
    REGION CODE    ADDRESS   : 1524 NORTH JEFFERSON ST.
        01         CITY      :    ARLINGTON
                   STATE/ZIP : VA  22205
    MORTGAGE AMOUNT :   288,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,526.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,916.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031761638     MORTGAGORS: NALIN                CAROL

    REGION CODE    ADDRESS   : 16411 OTSEGO STREET
        01         CITY      :    ENCINO AREA
                   STATE/ZIP : CA  91436
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,744.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,155.90  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 55.17200
    ----------------------------------------------------------------
0   0031761646     MORTGAGORS: MEHTA                SANDEEP

    REGION CODE    ADDRESS   : 505 NORTHLAND RIDGE COURT
        01         CITY      :    ATLANTA
                   STATE/ZIP : GA  30242
    MORTGAGE AMOUNT :   325,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    324,491.39  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,217.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 52.00000
    ----------------------------------------------------------------
0   0031761703     MORTGAGORS: SHEMSHAKI            KAMRAN

    REGION CODE    ADDRESS   : 18516 NORTHEAST 26TH STREET
        01         CITY      :    REDMOND
                   STATE/ZIP : WA  98052
    MORTGAGE AMOUNT :   292,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    291,893.84  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,092.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 94.99100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,493,100.00
                               P & I AMT:     10,164.71
                               UPB AMT:   1,491,215.15

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          146
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031761729     MORTGAGORS: MURRAY               CAROL
                               MURRAY               JAMES
    REGION CODE    ADDRESS   : 60 SPORT HILL ROAD
        01         CITY      :    REDDING
                   STATE/ZIP : CT  06896
    MORTGAGE AMOUNT :   275,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    274,790.74  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,899.36  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 52.88400
    ----------------------------------------------------------------
0   0031762099     MORTGAGORS: CHANG                CHRISTINE
                               MCLEAN               PATRICK
    REGION CODE    ADDRESS   : 2110 BUENA VISTA AVENUE
        01         CITY      :    HEADLSBURG
                   STATE/ZIP : CA  95448
    MORTGAGE AMOUNT :   282,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    281,267.49  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,829.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 79.88600
    ----------------------------------------------------------------
0   0031762198     MORTGAGORS: MEISSNER             LINDA

    REGION CODE    ADDRESS   : 1275 HOOVER STREET
        01         CITY      :    CARLSBAD
                   STATE/ZIP : CA  92008
    MORTGAGE AMOUNT :   324,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    323,517.58  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,265.46  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031763212     MORTGAGORS: CUOMO                PETER
                               CUOMO                LORI
    REGION CODE    ADDRESS   : 7409 CLIFTON QUARRY DRIVE
        01         CITY      :    CLIFTON
                   STATE/ZIP : VA  20124
    MORTGAGE AMOUNT :   331,450.00  OPTION TO CONVERT :
    UNPAID BALANCE :    330,806.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,177.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.99500
    ----------------------------------------------------------------
0   0031763568     MORTGAGORS: DURFEY               EDWARD
                               FRIEND               COREEN
    REGION CODE    ADDRESS   : 3511 CORET ESPERANZA
        01         CITY      :    CARLSBAD
                   STATE/ZIP : CA  92009
    MORTGAGE AMOUNT :   543,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    543,356.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,848.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,756,200.00
                               P & I AMT:     12,019.89
                               UPB AMT:   1,753,739.11

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          147
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031763782     MORTGAGORS: NARANJO              EDGARDO
                               NARANJO              SUSAN
    REGION CODE    ADDRESS   : 1048 GALDAR PLACE
        01         CITY      :    CHULA VISTA
                   STATE/ZIP : CA  91910
    MORTGAGE AMOUNT :   271,550.00  OPTION TO CONVERT :
    UNPAID BALANCE :    271,348.47  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,898.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 94.99400
    ----------------------------------------------------------------
0   0031764152     MORTGAGORS: YAZIGI               SALIM
                               YAZIGI               LINA
    REGION CODE    ADDRESS   : 27 CHESTER DRIVE
        01         CITY      :    RYE
                   STATE/ZIP : NY  10580
    MORTGAGE AMOUNT :   476,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    475,308.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,369.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 70.00000
    ----------------------------------------------------------------
0   0031764335     MORTGAGORS: SIZER                ROBERT
                               SIZER                DENISE
    REGION CODE    ADDRESS   : 976 PIPPIN COURT
        01         CITY      :    SAN MARCOS
                   STATE/ZIP : CA  92069
    MORTGAGE AMOUNT :   262,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,980.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,787.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 94.97600
    ----------------------------------------------------------------
0   0031764582     MORTGAGORS: HALFPENNY            JAMES

    REGION CODE    ADDRESS   : 156 WEST WATERVIEW STREET
        01         CITY      :    NORTHPORT
                   STATE/ZIP : NY  11768
    MORTGAGE AMOUNT :   363,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    363,343.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,604.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031764764     MORTGAGORS: O'LEARY              TIMOTHY
                               O'LEARY              MICHELLE
    REGION CODE    ADDRESS   : 1 CARILLON PLACE
        01         CITY      :    FOOTHILL RANCH
                   STATE/ZIP : CA  92610
    MORTGAGE AMOUNT :   241,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    241,306.87  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,627.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 91.13200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,614,650.00
                               P & I AMT:     11,287.05
                               UPB AMT:   1,612,288.18

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          148
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031764772     MORTGAGORS: SHOBOLA              KENNETH

    REGION CODE    ADDRESS   : 16008 MUIRFIELD DRIVE
        01         CITY      :    ODESSA
                   STATE/ZIP : FL  33556
    MORTGAGE AMOUNT :   248,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,901.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,671.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 88.60700
    ----------------------------------------------------------------
0   0031764780     MORTGAGORS: BRIDENSTINE          THEODORE
                               BRIDENSTINE          LORI
    REGION CODE    ADDRESS   : 17829 STEADING ROAD
        01         CITY      :    EDEN PRAIRIE
                   STATE/ZIP : MN  55347
    MORTGAGE AMOUNT :   266,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    266,686.57  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,798.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.98800
    ----------------------------------------------------------------
0   0031764913     MORTGAGORS: ROTH                 LAWRENCE
                               ROTH                 GAIL
    REGION CODE    ADDRESS   : 3350 WOODVIEW DRIVE,
        01         CITY      :    LAFAYETTE,
                   STATE/ZIP : CA  94549
    MORTGAGE AMOUNT :   440,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    439,361.04  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,114.30  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 77.19200
    ----------------------------------------------------------------
0   0031764996     MORTGAGORS: RANDALL              LARRY
                               RANDALL              KAREN
    REGION CODE    ADDRESS   : 1805 PACIFIC AVENUE
        01         CITY      :    MANHATTAN BEACH
                   STATE/ZIP : CA  90266
    MORTGAGE AMOUNT :   450,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    449,038.25  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,069.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 78.26000
    ----------------------------------------------------------------
0   0031765290     MORTGAGORS: JONES                CHARLES
                               JONES                MARY
    REGION CODE    ADDRESS   : 5707 SW RIDGETOP COURT
        01         CITY      :    LAKE OSWEGO
                   STATE/ZIP : OR  97035
    MORTGAGE AMOUNT :   243,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,377.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,683.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,648,750.00
                               P & I AMT:     11,337.26
                               UPB AMT:   1,646,365.37

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          149
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031765522     MORTGAGORS: MORGAN               ANNIS
                               MORGAN               SUSAN
    REGION CODE    ADDRESS   : 2441 OLDFIELD ROAD
        01         CITY      :    ATLANTA
                   STATE/ZIP : GA  30327
    MORTGAGE AMOUNT :   434,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    433,836.71  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,000.99  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 72.41600
    ----------------------------------------------------------------
0   0031765548     MORTGAGORS: MOORE                JOHN
                               MOORE                EVELYN
    REGION CODE    ADDRESS   : 10903 JOHN BARLEYCORN ROAD
        01         CITY      :    NEVADA CITY
                   STATE/ZIP : CA  95959
    MORTGAGE AMOUNT :   289,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    288,990.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,046.94  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031765647     MORTGAGORS: HULBERT              WILLIAM

    REGION CODE    ADDRESS   : 770 BROOKLINE TRACE
        01         CITY      :    ALPHARETTA
                   STATE/ZIP : GA  30022
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,776.09  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,886.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031765852     MORTGAGORS: HAYAO                GEORGE

    REGION CODE    ADDRESS   : 236 MARLBOROUGH STREET, UNIT #3
        01         CITY      :    BOSTON
                   STATE/ZIP : MA  02116
    MORTGAGE AMOUNT :   298,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    298,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,083.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 54.18100
    ----------------------------------------------------------------
0   0031766066     MORTGAGORS: ANGELICH             JAMES
                               ANGELICH             ELVIRA
    REGION CODE    ADDRESS   : 702 FOLKSTONE AVENUE
        01         CITY      :    SAN MATEO
                   STATE/ZIP : CA  94402
    MORTGAGE AMOUNT :   285,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    284,777.68  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,944.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,586,700.00
                               P & I AMT:     10,962.20
                               UPB AMT:   1,585,381.17

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          150
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031766355     MORTGAGORS: VENEZIA              STEVEN

    REGION CODE    ADDRESS   : 5406 MOONSHADOW STREET
        01         CITY      :    SIMI VALLEY
                   STATE/ZIP : CA  93063
    MORTGAGE AMOUNT :   269,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,473.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,771.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.99800
    ----------------------------------------------------------------
0   0031766744     MORTGAGORS: SAN GEORGE           RICHARD

    REGION CODE    ADDRESS   : 12 SOUTH SHAKER ROAD,
        01         CITY      :    HARVARD,
                   STATE/ZIP : MA  01451
    MORTGAGE AMOUNT :   332,720.00  OPTION TO CONVERT :
    UNPAID BALANCE :    332,466.82  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,298.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.59800
    ----------------------------------------------------------------
0   0031766793     MORTGAGORS: HOLCOMBE             SCOTT
                               HOLCOMBE             EILEEN
    REGION CODE    ADDRESS   : 19 FIVE MILE RIVER RD
        01         CITY      :    DARIEN
                   STATE/ZIP : CT  06820
    MORTGAGE AMOUNT :   405,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    405,191.44  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,800.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 49.15100
    ----------------------------------------------------------------
0   0031767320     MORTGAGORS: SCHULTE              GARY
                               SCHULTE              BARBARA
    REGION CODE    ADDRESS   : 7552 MEADOW COURT
        01         CITY      :    DUBLIN
                   STATE/ZIP : CA  94568
    MORTGAGE AMOUNT :   430,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    429,647.52  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,860.81  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 78.18100
    ----------------------------------------------------------------
0   0031767445     MORTGAGORS: YAO                  MICHAEL
                               WU                   MENG
    REGION CODE    ADDRESS   : 70 BRADFORD LANE
        01         CITY      :    PLAINSBORO
                   STATE/ZIP : NJ  08536
    MORTGAGE AMOUNT :   247,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,002.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,665.43  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.76766
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,685,120.00
                               P & I AMT:     11,396.68
                               UPB AMT:   1,683,781.52

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          151
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031767759     MORTGAGORS: BINNIX               GEORGE
                               BINNIX               JULIE
    REGION CODE    ADDRESS   : 6021 CATAMARAN COURT
        01         CITY      :    FLOWERY BRANCH
                   STATE/ZIP : GA  30542
    MORTGAGE AMOUNT :   340,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    339,753.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,406.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 79.06900
    ----------------------------------------------------------------
0   0031768229     MORTGAGORS: DURBECK              RICHARD
                               DURBECK              LISA
    REGION CODE    ADDRESS   : 75 WILD ROSE DRIVE
        01         CITY      :    ANDOVER
                   STATE/ZIP : MA  01810
    MORTGAGE AMOUNT :   286,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    285,759.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,878.82  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 75.66100
    ----------------------------------------------------------------
0   0031768310     MORTGAGORS: KODAMA               YOSHIHIKO
                               KODAMA               SANDRA
    REGION CODE    ADDRESS   : 10901 SOUTH VIDA DRIVE
        01         CITY      :    VILLA PARK
                   STATE/ZIP : CA  92861
    MORTGAGE AMOUNT :   392,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    391,686.52  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,640.98  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 68.17300
    ----------------------------------------------------------------
0   0031768468     MORTGAGORS: MANALO               GEORGE
                               MANALO               MARIA FATIMA
    REGION CODE    ADDRESS   : 1448 WINDROW LANE
        01         CITY      :    LOWER MAKEFIELD,
                   STATE/ZIP : PA  19067
    MORTGAGE AMOUNT :   340,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    339,753.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,406.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 76.92300
    ----------------------------------------------------------------
0   0031769094     MORTGAGORS: BARRY                DONALD
                               LECCESE-BARRY        THERESA
    REGION CODE    ADDRESS   : 14 WASHINGTON ROAD
        01         CITY      :    WINDHAM
                   STATE/ZIP : NH  03087
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    270,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,841.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 63.52900
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,628,000.00
                               P & I AMT:     11,174.68
                               UPB AMT:   1,626,954.08

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          152
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031769193     MORTGAGORS: MCNAMARA             PATRICK

    REGION CODE    ADDRESS   : 7 BRYDEN PARK
        01         CITY      :    WEBSTER
                   STATE/ZIP : NY  14580
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,782.87  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,123.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031769300     MORTGAGORS: MEYERS               CHARLES
                               MEYERS               ELIZABETH
    REGION CODE    ADDRESS   : 4575 KINGS ABBOT WAY
        01         CITY      :    NORCROSS,
                   STATE/ZIP : GA  30092
    MORTGAGE AMOUNT :   279,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    278,776.89  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,879.67  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 77.50000
    ----------------------------------------------------------------
0   0031769334     MORTGAGORS: BERKOW               STEVEN
                               BERKOW               ITA
    REGION CODE    ADDRESS   : 7820 MOORLAND LANE
        01         CITY      :    BETHESDA
                   STATE/ZIP : MD  20814
    MORTGAGE AMOUNT :   294,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    293,753.01  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,931.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 71.88200
    ----------------------------------------------------------------
0   0031769342     MORTGAGORS: IANNARONE            PHILIP
                               IANNARONE            VICTORIA
    REGION CODE    ADDRESS   : 8 COUNTRY VIEW DRIVE
        01         CITY      :    FREEHOLD
                   STATE/ZIP : NJ  07728
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,750.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,182.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.76000
    ----------------------------------------------------------------
0   0031769805     MORTGAGORS: BROWN                ROBERT
                               BROWN                LYDIA
    REGION CODE    ADDRESS   : 1915 CHAPARELL COURT
        01         CITY      :    CROWNSVILLE
                   STATE/ZIP : MD  21032
    MORTGAGE AMOUNT :   445,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    444,669.75  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,111.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 74.16600
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,638,000.00
                               P & I AMT:     11,228.88
                               UPB AMT:   1,636,732.89

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          153
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031770167     MORTGAGORS: JANNOL               HENRY
                               JANNOL               MIRYAM
    REGION CODE    ADDRESS   : 6671 WEST 5TH STREET
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90048
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,765.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,046.53  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 57.14200
    ----------------------------------------------------------------
0   0031770282     MORTGAGORS: ZARO                 CHRISTOPHER
                               ZARO                 MEG
    REGION CODE    ADDRESS   : 72 CHESTERFIELD LANE
        01         CITY      :    MALVERN
                   STATE/ZIP : PA  19355
    MORTGAGE AMOUNT :   650,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    649,505.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,489.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 60.18500
    ----------------------------------------------------------------
0   0031770399     MORTGAGORS: DE FAZIO             DEBORAH

    REGION CODE    ADDRESS   : 2535 AQUETONG ROAD
        01         CITY      :    NEW HOPE
                   STATE/ZIP : PA  18938
    MORTGAGE AMOUNT :   279,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    278,216.74  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,958.56  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.97100
    ----------------------------------------------------------------
0   0031770787     MORTGAGORS: DEHNE                THEODORE
                               PROFY                VICTORIA
    REGION CODE    ADDRESS   : RD #2 CREEK ROAD, AKA TWO PINE TREE
        01         CITY      :    PHOENIXVILLE
                   STATE/ZIP : PA  19460
    MORTGAGE AMOUNT :   308,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    308,509.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,106.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031771439     MORTGAGORS: KRAMER               DAVID
                               KRAMER               TINA
    REGION CODE    ADDRESS   : 16305 TUDOR DRIVE
        01         CITY      :    ENCINO
                   STATE/ZIP : CA  91436
    MORTGAGE AMOUNT :   539,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    538,609.89  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,815.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 77.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,077,650.00
                               P & I AMT:     14,415.71
                               UPB AMT:   2,074,607.14

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          154
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031771819     MORTGAGORS: YOUNG                DONALD
                               RYDSTROM             MARSHA
    REGION CODE    ADDRESS   : 6109 TROTTER RIDGE COURT
        01         CITY      :    COLUMBIA
                   STATE/ZIP : MD  21044
    MORTGAGE AMOUNT :   276,550.00  OPTION TO CONVERT :
    UNPAID BALANCE :    276,317.66  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,816.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.99900
    ----------------------------------------------------------------
0   0031771850     MORTGAGORS: WEIDHAAS             OLAF
                               WEIDHAAS             DEBORAH
    REGION CODE    ADDRESS   : 5 EDWARD DUNN WAY LOT 12
        01         CITY      :    WESTBOROUGH
                   STATE/ZIP : MA  01581
    MORTGAGE AMOUNT :   292,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    292,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,991.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031772056     MORTGAGORS: GRISHAW              EDWARD

    REGION CODE    ADDRESS   : 136 BENT CREEK DRIVE,
        01         CITY      :    RUTHERFORDTON,
                   STATE/ZIP : NC  28139
    MORTGAGE AMOUNT :   257,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    257,278.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,670.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 93.63600
    ----------------------------------------------------------------
0   0031772114     MORTGAGORS: BROWN                HARRY
                               BROWN                MARIA
    REGION CODE    ADDRESS   : 876 PENINSULA AVENUE
        01         CITY      :    CLAREMONT
                   STATE/ZIP : CA  91711
    MORTGAGE AMOUNT :   543,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    543,315.18  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,663.34  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031772189     MORTGAGORS: MC GUIRE             CHARLES
                               MC GUIRE             ELEANOR
    REGION CODE    ADDRESS   : 1831 YOLANDA CIRCLE
        01         CITY      :    CLAYTON
                   STATE/ZIP : CA  94517
    MORTGAGE AMOUNT :   258,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    257,813.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,826.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 78.18100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,627,800.00
                               P & I AMT:     10,968.28
                               UPB AMT:   1,626,724.41

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          155
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031772247     MORTGAGORS: DUGDALE              LORI

    REGION CODE    ADDRESS   : 5235 LAKE WASHINGTON BLVD S
        01         CITY      :    SEATTLE
                   STATE/ZIP : WA  98118
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,754.09  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,995.91  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 70.58800
    ----------------------------------------------------------------
0   0031773195     MORTGAGORS: DARIO                EVELYN
                               DARIO                ANTONIO
    REGION CODE    ADDRESS   : 342 BELLEVUE AVENUE
        01         CITY      :    DALY CITY
                   STATE/ZIP : CA  94014
    MORTGAGE AMOUNT :   264,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    263,804.07  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,845.93  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031773344     MORTGAGORS: RUMAN                MARILYN

    REGION CODE    ADDRESS   : 101 OCEAN AVENUE F401
        01         CITY      :    SANTA MONICA AREA LOS ANG
                   STATE/ZIP : CA  90403
    MORTGAGE AMOUNT :   428,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    427,712.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,140.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      8.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      8.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031773542     MORTGAGORS: BECHTOLD             JAMES
                               BECHTOLD             CYNTHIA
    REGION CODE    ADDRESS   : 10N889 WOODROW LANE
        01         CITY      :    ELGIN
                   STATE/ZIP : IL  60123
    MORTGAGE AMOUNT :   373,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    373,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,544.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 74.60000
    ----------------------------------------------------------------
0   0031773591     MORTGAGORS: MURTHY               VASUDEVA
                               MURTHY               SHASIKALA
    REGION CODE    ADDRESS   : 11413 POTOMAC OAKS DRIVE
        01         CITY      :    ROCKVILLE
                   STATE/ZIP : MD  20850
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,771.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,072.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 78.87900
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,665,000.00
                               P & I AMT:     11,598.91
                               UPB AMT:   1,664,042.69

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          156
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031773682     MORTGAGORS: HILT                 STEPHEN
                               FENTON               GREGORY
    REGION CODE    ADDRESS   : 315 RESERVOIR ROAD
        01         CITY      :    CHESTNUT HILL
                   STATE/ZIP : MA  02467
    MORTGAGE AMOUNT :   284,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    284,178.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,940.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031773740     MORTGAGORS: BATES                MICHAEL
                               BATES                MARCIA
    REGION CODE    ADDRESS   : 10808 BROKEN BROOK COVE
        01         CITY      :    AUSTIN
                   STATE/ZIP : TX  78726
    MORTGAGE AMOUNT :   248,477.00  OPTION TO CONVERT :
    UNPAID BALANCE :    248,268.25  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,632.32  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.99900
    ----------------------------------------------------------------
0   0031773898     MORTGAGORS: SHAW                 MATHEW
                               SHAW                 JULEEN
    REGION CODE    ADDRESS   : 1532 SUNSET AVENUE SOUTHWEST
        01         CITY      :    SEATTLE
                   STATE/ZIP : WA  98116
    MORTGAGE AMOUNT :   391,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    390,887.16  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,635.59  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031774599     MORTGAGORS: NIETO                ADRIAN
                               NIETO                VERONICA
    REGION CODE    ADDRESS   : 4510 WARING STREET
        01         CITY      :    HOUSTON
                   STATE/ZIP : TX  77027
    MORTGAGE AMOUNT :   261,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,841.16  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,782.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031774946     MORTGAGORS: HIRSH                STEVEN
                               HIRSH                IDA
    REGION CODE    ADDRESS   : 15 JOYCE ROAD
        01         CITY      :    TENAFLY
                   STATE/ZIP : NJ  07670
    MORTGAGE AMOUNT :   295,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    294,781.07  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,062.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 56.19000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,480,327.00
                               P & I AMT:     10,052.89
                               UPB AMT:   1,478,955.78

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          157
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031775596     MORTGAGORS: PARSONS              MARK
                               PARSONS              DEHLIA
    REGION CODE    ADDRESS   : 2107 BRANCH CREEK STREET
        01         CITY      :    BAKERSFIELD
                   STATE/ZIP : CA  93312
    MORTGAGE AMOUNT :   258,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    257,808.53  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,803.97  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.38400
    ----------------------------------------------------------------
0   0031775695     MORTGAGORS: MARLOWE              IAN

    REGION CODE    ADDRESS   : 30432 NORTH HAMPTON ROAD
        01         CITY      :    LAGUNA NIGUEL
                   STATE/ZIP : CA  92677
    MORTGAGE AMOUNT :   295,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    295,580.47  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,068.28  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 85.00000
    ----------------------------------------------------------------
0   0031775737     MORTGAGORS: PORESKY              PHILLIP
                               PORESKY              JODIE
    REGION CODE    ADDRESS   : 57 CURVE STREET
        01         CITY      :    WELLESLEY
                   STATE/ZIP : MA  02181
    MORTGAGE AMOUNT :   288,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,791.55  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,038.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031775851     MORTGAGORS: FOROUTAN             ROKHSHAN
                               FOROUTAN             HASTI
    REGION CODE    ADDRESS   : 7349 E SADDLEHORN WAY
        01         CITY      :    ORANGE
                   STATE/ZIP : CA  92869
    MORTGAGE AMOUNT :   362,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    361,710.52  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,438.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 76.21000
    ----------------------------------------------------------------
0   0031775893     MORTGAGORS: LAI                  CLIFFORD
                               LAI                  DIANE
    REGION CODE    ADDRESS   : 15 CROFTS LANE
        01         CITY      :    STAMFORD
                   STATE/ZIP : CT  06903
    MORTGAGE AMOUNT :   498,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    497,621.07  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,439.56  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 60.88000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,701,800.00
                               P & I AMT:     11,789.12
                               UPB AMT:   1,700,512.14

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          158
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031776032     MORTGAGORS: LARSON               LARRY
                               LARSON               SHARON
    REGION CODE    ADDRESS   : 1136 LUCERNE WAY
        01         CITY      :    INCLINE VILLAGE
                   STATE/ZIP : NV  89451
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,797.34  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,981.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031776073     MORTGAGORS: SANDRIN              COLLEEN

    REGION CODE    ADDRESS   : 202 KNOXVILLE AVENUE
        01         CITY      :    HUNTINGTON BEACH
                   STATE/ZIP : CA  92648
    MORTGAGE AMOUNT :   298,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    297,749.64  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,957.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031776180     MORTGAGORS: SPARKS               RONALD
                               SPARKS               KAREN
    REGION CODE    ADDRESS   : 3 LAUREL DRIVE
        01         CITY      :    WENHAM
                   STATE/ZIP : MA  01984
    MORTGAGE AMOUNT :   376,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    375,668.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,407.57  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031776503     MORTGAGORS: KIESSIG              RICHARD
                               KIESSIG              LYNNE
    REGION CODE    ADDRESS   : 888 NANCY LANE
        01         CITY      :    LOS ALTOS
                   STATE/ZIP : CA  94024
    MORTGAGE AMOUNT :   835,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    834,364.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     5,767.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   015
    LTV :                 64.23000
    ----------------------------------------------------------------
0   0031776537     MORTGAGORS: ANDERSEN             BRITT

    REGION CODE    ADDRESS   : 1227 WEST 14TH STREET
        01         CITY      :    SAN PEDRO AREA
                   STATE/ZIP : CA  90731
    MORTGAGE AMOUNT :   256,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    256,039.95  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,704.84  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 68.33333
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,045,250.00
                               P & I AMT:     13,819.03
                               UPB AMT:   2,043,619.82

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          159
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031776685     MORTGAGORS: BUTLER               DENNIS
                               BUTLER               CATHY
    REGION CODE    ADDRESS   : 1 HARBORVIEW DRIVE
        01         CITY      :    RICHMOND
                   STATE/ZIP : CA  94804
    MORTGAGE AMOUNT :   272,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    271,584.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,878.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.89472
    ----------------------------------------------------------------
0   0031776859     MORTGAGORS: SCHULDINER           PAUL
                               SCHULDINER           JACQUELINE
    REGION CODE    ADDRESS   : 109 OAKRIDGE ROAD
        01         CITY      :    VERONA
                   STATE/ZIP : NJ  07044
    MORTGAGE AMOUNT :   265,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    265,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,807.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.10400
    ----------------------------------------------------------------
0   0031776941     MORTGAGORS: ISRAELIT             SAM
                               ISRAELIT             LYNN
    REGION CODE    ADDRESS   : 20 APPLEGARTH STREET
        01         CITY      :    NEWTON
                   STATE/ZIP : MA  02459
    MORTGAGE AMOUNT :   493,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    493,200.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,239.98  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031777717     MORTGAGORS: GRIFFITH             DOUGLAS
                               GRIFFITH             JOAN
    REGION CODE    ADDRESS   : 41 ST. FRANCIS CIRCLE
        01         CITY      :    NAPA
                   STATE/ZIP : CA  94558
    MORTGAGE AMOUNT :   394,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    394,307.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,759.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 76.62100
    ----------------------------------------------------------------
0   0031778905     MORTGAGORS: WERNER               JAY

    REGION CODE    ADDRESS   : 5439 MORELLA AVENUE
        01         CITY      :    LOS ANGELES VALLEY VILLAG
                   STATE/ZIP : CA  91607
    MORTGAGE AMOUNT :   243,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    242,800.82  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,616.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,667,800.00
                               P & I AMT:     11,302.17
                               UPB AMT:   1,666,892.75

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          160
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031778970     MORTGAGORS: GIACOMAZZI           R.
                               GIACOMAZZI           W.
    REGION CODE    ADDRESS   : 1703 LOGAN CREEK DRIVE
        01         CITY      :    GLENBROOK
                   STATE/ZIP : NV  89413
    MORTGAGE AMOUNT :   475,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    474,620.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,200.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 51.63000
    ----------------------------------------------------------------
0   0031779036     MORTGAGORS: LUBOW                ADAM

    REGION CODE    ADDRESS   : 852 BONITA AVENUE
        01         CITY      :    PLEASANTON
                   STATE/ZIP : CA  94566
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,540.77  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,886.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 70.00000
    ----------------------------------------------------------------
0   0031779275     MORTGAGORS: SILMAN               RUTH
                               CLARK                TIMOTHY
    REGION CODE    ADDRESS   : 114 BOLTON ROAD
        01         CITY      :    HARVARD
                   STATE/ZIP : MA  01451
    MORTGAGE AMOUNT :   272,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    272,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,786.85  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031779507     MORTGAGORS: MARSHALL             JONATHAN
                               GOLDSTEIN            LAURIE
    REGION CODE    ADDRESS   : 822 PRAIRIE AVENUE
        01         CITY      :    WILMETTE
                   STATE/ZIP : IL  60091
    MORTGAGE AMOUNT :   610,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    610,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,109.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031779515     MORTGAGORS: MARZELLA             RICHARD
                               LASALLE              DENISE
    REGION CODE    ADDRESS   : 26133 HATMOR DRIVE
        01         CITY      :    CALABASAS
                   STATE/ZIP : CA  91302
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,797.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,773.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,897,000.00
                               P & I AMT:     12,756.77
                               UPB AMT:   1,895,958.09

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          161
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031779697     MORTGAGORS: YEHOSHUA             REUVEN
                               YEHOSHUA             TAMAR
    REGION CODE    ADDRESS   : 1414 ENDERBY WAY
        01         CITY      :    SUNNYVALE
                   STATE/ZIP : CA  94087
    MORTGAGE AMOUNT :   270,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    270,399.18  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,892.07  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 56.72900
    ----------------------------------------------------------------
0   0031780687     MORTGAGORS: MENSINGER            MERLE
                               MENSINGER            BETTY
    REGION CODE    ADDRESS   : 24780 LOWER TRAIL
        01         CITY      :    CARMEL
                   STATE/ZIP : CA  93923
    MORTGAGE AMOUNT :   334,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    334,045.62  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,308.93  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 58.64900
    ----------------------------------------------------------------
0   0031780851     MORTGAGORS: SANEI                ABDULALI
                               NADJMABADI           MEHRI
    REGION CODE    ADDRESS   : 13234 BRADDOCK ROAD
        01         CITY      :    CLIFTON
                   STATE/ZIP : VA  22004
    MORTGAGE AMOUNT :   244,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,107.80  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,647.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031780950     MORTGAGORS: RABSTEIN             PAUL
                               LEHMAN               JACK
    REGION CODE    ADDRESS   : 13 COPPER BEECH LANE
        01         CITY      :    RIDGEFIELD
                   STATE/ZIP : CT  06877
    MORTGAGE AMOUNT :   323,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    323,400.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,206.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 61.01800
    ----------------------------------------------------------------
0   0031780992     MORTGAGORS: ZIEBA                WIESLAW

    REGION CODE    ADDRESS   : 281 VALLE VISTA AVENUE
        01         CITY      :    MONROVIA
                   STATE/ZIP : CA  91016
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,612.87  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,817.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 74.28500
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,432,800.00
                               P & I AMT:      9,872.36
                               UPB AMT:   1,431,565.47

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          162
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031781099     MORTGAGORS: COHEN                ALLAN
                               COHEN                JOANNE
    REGION CODE    ADDRESS   : 15325 DELGADO DRIVEE
        01         CITY      :    SHERMAN OAKS AREA
                   STATE/ZIP : CA  91403
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,420.58  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,021.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 56.07400
    ----------------------------------------------------------------
0   0031781248     MORTGAGORS: SAAD                 MICHAEL
                               SAAD                 ANDREA
    REGION CODE    ADDRESS   : 3328 BROWNING STREET
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92106
    MORTGAGE AMOUNT :   265,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    264,803.33  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,852.92  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 64.63400
    ----------------------------------------------------------------
0   0031781412     MORTGAGORS: AMII                 GLENN
                               AMII                 CHARLOTTE
    REGION CODE    ADDRESS   : 2188 HALAKAU STREET
        01         CITY      :    HONOLULU
                   STATE/ZIP : HI  96821
    MORTGAGE AMOUNT :   336,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    335,703.55  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,151.44  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 52.91300
    ----------------------------------------------------------------
0   0031781602     MORTGAGORS: BALTER               LARA
                               BALTER               STEPHEN
    REGION CODE    ADDRESS   : 14 CATHERINE'S FARM ROAD
        01         CITY      :    WAYLAND
                   STATE/ZIP : MA  01778
    MORTGAGE AMOUNT :   390,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    390,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,693.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 50.00000
    ----------------------------------------------------------------
0   0031782055     MORTGAGORS: BROOKS               H.
                               BROOKS               ROCHELLE
    REGION CODE    ADDRESS   : 1840 NORTH BEVERLY DRIVE
        01         CITY      :    (BEVERLY HILLS AREA)LOS A
                   STATE/ZIP : CA  90210
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    399,058.21  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,728.71  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 68.96500
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,691,000.00
                               P & I AMT:     11,447.87
                               UPB AMT:   1,688,985.67

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          163
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031782428     MORTGAGORS: DOWLING              KEVIN
                               DOWLING              KATHLEEN
    REGION CODE    ADDRESS   : 117 BELVALE DRIVE
        01         CITY      :    LOS GATOS
                   STATE/ZIP : CA  95032
    MORTGAGE AMOUNT :   407,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    406,666.39  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,707.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 65.12000
    ----------------------------------------------------------------
0   0031782477     MORTGAGORS: CATALANO             MICHAEL
                               PEREZ-CATALANO       PATRICIA
    REGION CODE    ADDRESS   : 130 CHASE LANE
        01         CITY      :    APTOS
                   STATE/ZIP : CA  95003
    MORTGAGE AMOUNT :   331,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    330,760.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,342.80  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 66.20000
    ----------------------------------------------------------------
0   0031783061     MORTGAGORS: BENNETT              ROBERT
                               BENNETT              KIMBERLY
    REGION CODE    ADDRESS   : 7034 CORTE BLANCA
        01         CITY      :    PLEASANTON
                   STATE/ZIP : CA  94566
    MORTGAGE AMOUNT :   388,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    387,697.33  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,646.84  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031783079     MORTGAGORS: TERRIZZANO           IGNACIO
                               TERRIZZANO           CLAUDIA
    REGION CODE    ADDRESS   : 1585 CORTE DE PEARSON
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95124
    MORTGAGE AMOUNT :   254,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    253,806.73  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,754.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 57.72727
    ----------------------------------------------------------------
0   0031783087     MORTGAGORS: NETTAR               DEEPAK
                               NETTAR               PRAMILA
    REGION CODE    ADDRESS   : 1063 MICRO COURT
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95120
    MORTGAGE AMOUNT :   499,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    498,629.67  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,489.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 66.53300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,879,000.00
                               P & I AMT:     12,940.81
                               UPB AMT:   1,877,560.55

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          164
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031783285     MORTGAGORS: ROTOLO               SALVATORE

    REGION CODE    ADDRESS   : 39 SUNNYSIDE AVENUE
        01         CITY      :    CAMPBELL
                   STATE/ZIP : CA  95008
    MORTGAGE AMOUNT :   298,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    297,778.84  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,083.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 60.81600
    ----------------------------------------------------------------
0   0031783301     MORTGAGORS: NAULT                DAVID
                               NAULT                ANNELIESE
    REGION CODE    ADDRESS   : 22 DONNA ROAD
        01         CITY      :    BILLERICA
                   STATE/ZIP : MA  01862
    MORTGAGE AMOUNT :   241,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    240,695.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,685.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 75.31200
    ----------------------------------------------------------------
0   0031783319     MORTGAGORS: SELLS                GINA

    REGION CODE    ADDRESS   : 23919 SKYLINE
        01         CITY      :    MISSION VIEJO
                   STATE/ZIP : CA  92692
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,771.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,072.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 51.28200
    ----------------------------------------------------------------
0   0031783442     MORTGAGORS: ALTAMIRANO           RENEE
                               ALTAMIRANO           LILLIAN
    REGION CODE    ADDRESS   : 4350 ALTAMIRANO WAY
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92103
    MORTGAGE AMOUNT :   380,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    379,717.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,657.02  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 67.85700
    ----------------------------------------------------------------
0   0031783582     MORTGAGORS: QUATTROCHI           THOMAS
                               QUATTROCHI           ELIZABETH
    REGION CODE    ADDRESS   : 23 OLD KINGS ROAD
        01         CITY      :    AVON
                   STATE/ZIP : CT  06001
    MORTGAGE AMOUNT :   294,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    294,275.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,034.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,513,500.00
                               P & I AMT:     10,531.86
                               UPB AMT:   1,512,239.81

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          165
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031783608     MORTGAGORS: TUSAN                CHARLENE

    REGION CODE    ADDRESS   : 12608 BEAR CREEK TERRACE
        01         CITY      :    BELTSVILLE
                   STATE/ZIP : MD  20705
    MORTGAGE AMOUNT :   278,050.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,833.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,896.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.92900
    ----------------------------------------------------------------
0   0031783715     MORTGAGORS: HO                   NEI-CHE
                               CHANG                ROBYN
    REGION CODE    ADDRESS   : 755 LEYLAND DRIVE
        01         CITY      :    DIAMOND BAR
                   STATE/ZIP : CA  91765
    MORTGAGE AMOUNT :   242,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    242,206.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,633.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031783723     MORTGAGORS: ANSELL               GERALD
                               ANSELL               MARLENE
    REGION CODE    ADDRESS   : 2455 ANGELO DRIVE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90077
    MORTGAGE AMOUNT :   455,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    454,627.04  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,027.13  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 70.00000
    ----------------------------------------------------------------
0   0031783731     MORTGAGORS: PARNELL              MICHAEL
                               PARNELL              DAYNA
    REGION CODE    ADDRESS   : 5921 EAST TETON AVENUE,
        01         CITY      :    ORANGE,
                   STATE/ZIP : CA  92867
    MORTGAGE AMOUNT :   257,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    257,603.83  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,780.56  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 74.72400
    ----------------------------------------------------------------
0   0031783756     MORTGAGORS: SANTINI              GREGORY
                               SANTINI              GAIL
    REGION CODE    ADDRESS   : 1499 SKILLMAN LANE,
        01         CITY      :    PETALUMA,
                   STATE/ZIP : CA  94952
    MORTGAGE AMOUNT :   267,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    266,801.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,866.90  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 48.54500
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,500,250.00
                               P & I AMT:     10,204.48
                               UPB AMT:   1,499,071.97

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          166
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031783848     MORTGAGORS: JABSON               JEROME

    REGION CODE    ADDRESS   : 12 OUTLOOK CIRCLE
        01         CITY      :    PACIFICA
                   STATE/ZIP : CA  94044
    MORTGAGE AMOUNT :   261,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,796.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,780.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 77.91000
    ----------------------------------------------------------------
0   0031783889     MORTGAGORS: SNEAD                RICHARD
                               SNEAD                MARILYN
    REGION CODE    ADDRESS   : 11 RYDDINGTRON PLACE
        01         CITY      :    DALLAS
                   STATE/ZIP : TX  75230
    MORTGAGE AMOUNT :   450,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    449,640.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,031.73  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 53.95600
    ----------------------------------------------------------------
0   0031783947     MORTGAGORS: EDWARDS              NORMAN
                               EDWARDS              KAREN
    REGION CODE    ADDRESS   : 4070 ATHENIAN WAY
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90043
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,776.09  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,886.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031784002     MORTGAGORS: PATEL                RAJIV
                               PATEL                GAURI
    REGION CODE    ADDRESS   : 5847 CRUMP COURT
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95120
    MORTGAGE AMOUNT :   369,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    369,291.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,460.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031784184     MORTGAGORS: THOMAS               ROBERT
                               THOMAS               ELIZABETH
    REGION CODE    ADDRESS   : 22040 E.ARBOR DRIVE
        01         CITY      :    AURORA
                   STATE/ZIP : CO  80016
    MORTGAGE AMOUNT :   450,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    449,640.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,031.73  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,810,900.00
                               P & I AMT:     12,191.31
                               UPB AMT:   1,809,144.60

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          167
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031784200     MORTGAGORS: ANSELMO              JOHN
                               ANSELMO              REBECCA
    REGION CODE    ADDRESS   : 289 GREAT DUKE AVENUE
        01         CITY      :    LAS VEGAS
                   STATE/ZIP : NV  89123
    MORTGAGE AMOUNT :   318,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    318,013.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,199.80  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 89.98900
    ----------------------------------------------------------------
0   0031784242     MORTGAGORS: WILLIAMSON           ROBERT
                               OWNBEY               DONNA
    REGION CODE    ADDRESS   : 5203 FOOTHILL RANCH ROAD
        01         CITY      :    SANTA ROSA
                   STATE/ZIP : CA  95404
    MORTGAGE AMOUNT :   398,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    397,697.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,748.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 58.96200
    ----------------------------------------------------------------
0   0031784325     MORTGAGORS: WOLNICKI             MARISHA
                               WOLNICKI             MIRON
    REGION CODE    ADDRESS   : 736 CORNERSTONE LANE,
        01         CITY      :    BRYN MAWR,
                   STATE/ZIP : PA  19010
    MORTGAGE AMOUNT :   446,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    445,669.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,118.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 89.20000
    ----------------------------------------------------------------
0   0031784382     MORTGAGORS: EKLUND               CARL
                               EKLUND               CATHERINE
    REGION CODE    ADDRESS   : 8562 FISHER WOODS DRIVE
        01         CITY      :    LORTON
                   STATE/ZIP : VA  22079
    MORTGAGE AMOUNT :   296,650.00  OPTION TO CONVERT :
    UNPAID BALANCE :    296,400.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,948.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.99400
    ----------------------------------------------------------------
0   0031784424     MORTGAGORS: RAGHAVAN             SREENIVASA
                               RAGHAVAN             MARTA
    REGION CODE    ADDRESS   : 8941 NOTTINGHAM PLACE
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92037
    MORTGAGE AMOUNT :   421,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    421,179.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,911.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 61.08600
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,880,650.00
                               P & I AMT:     12,927.17
                               UPB AMT:   1,878,960.01

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          168
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031784671     MORTGAGORS: CURRIE               ELIZABETH
                               PENARANDA            GERMAN
    REGION CODE    ADDRESS   : 13 AVALON COURT
        01         CITY      :    BETHESDA
                   STATE/ZIP : MD  20816
    MORTGAGE AMOUNT :   384,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    383,442.38  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,717.93  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031784739     MORTGAGORS: PELTZ                HOWARD
                               PELTZ                NADINE
    REGION CODE    ADDRESS   : 6 JACKIE DRIVE
        01         CITY      :    MARLBORO
                   STATE/ZIP : NJ  07746
    MORTGAGE AMOUNT :   275,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    274,580.21  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,899.36  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 77.46400
    ----------------------------------------------------------------
0   0031784879     MORTGAGORS: NGUYEN               PETER
                               NGUYEN               HANG
    REGION CODE    ADDRESS   : 2647 SEQUOIA CREEK DRIVE
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95121
    MORTGAGE AMOUNT :   430,350.00  OPTION TO CONVERT :
    UNPAID BALANCE :    429,676.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,935.75  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.93300
    ----------------------------------------------------------------
0   0031785272     MORTGAGORS: KARP                 MICHAEL
                               KARP                 SUSAN
    REGION CODE    ADDRESS   : 1577 PARKVIEW DRIVE
        01         CITY      :    VISTA
                   STATE/ZIP : CA  92083
    MORTGAGE AMOUNT :   378,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    378,468.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,648.27  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031785413     MORTGAGORS: SANGSTER             MAYNARD
                               SANGSTER             LORIE
    REGION CODE    ADDRESS   : 19 PLANTATION DRIVE
        01         CITY      :    DUXBURY
                   STATE/ZIP : MA  02332
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,583.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,957.81  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 77.13400
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,748,100.00
                               P & I AMT:     12,159.12
                               UPB AMT:   1,745,751.13

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          169
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031785470     MORTGAGORS: KATZ                 NATHANIEL
                               KATZ                 JENNIFER
    REGION CODE    ADDRESS   : 26 HIGHGATE ROAD
        01         CITY      :    NEEDHAM
                   STATE/ZIP : MA  02492
    MORTGAGE AMOUNT :   341,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    341,250.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,299.06  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031785504     MORTGAGORS: NEEL                 MICHAEL

    REGION CODE    ADDRESS   : 437 D STREET UNIT #7G
        01         CITY      :    SOUTH BOSTON
                   STATE/ZIP : MA  02210
    MORTGAGE AMOUNT :   245,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    245,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,713.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 74.24200
    ----------------------------------------------------------------
0   0031785561     MORTGAGORS: MERKEN               ANDREW
                               MERKEN               GAIL
    REGION CODE    ADDRESS   : 111 DAWSON DRIVE
        01         CITY      :    NEEDHAM
                   STATE/ZIP : MA  02492
    MORTGAGE AMOUNT :   262,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    262,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,787.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 74.85700
    ----------------------------------------------------------------
0   0031785637     MORTGAGORS: CAPRICCIO            LEWIS
                               CAPRICCIO            MAURA
    REGION CODE    ADDRESS   : 14 JENNIE RICHARDS ROAD
        01         CITY      :    WESTFORD
                   STATE/ZIP : MA  01886
    MORTGAGE AMOUNT :   303,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    302,732.67  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,940.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 63.13800
    ----------------------------------------------------------------
0   0031785678     MORTGAGORS: ALPERT               KRISTIN
                               ANGEL-AVILA          FRANCISCO
    REGION CODE    ADDRESS   : 7868 PASEO TULIPERO
        01         CITY      :    CARLSBAD
                   STATE/ZIP : CA  92009
    MORTGAGE AMOUNT :   272,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    272,312.47  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,837.57  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.99100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,424,000.00
                               P & I AMT:      9,577.16
                               UPB AMT:   1,423,295.14

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          170
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031785884     MORTGAGORS: GOETZ                GORDON
                               GOETZ                HEIDI
    REGION CODE    ADDRESS   : 5755 ANTELOPE TRAIL
        01         CITY      :    SANTA MARIA
                   STATE/ZIP : CA  93455
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,760.09  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,021.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 89.55223
    ----------------------------------------------------------------
0   0031786197     MORTGAGORS: SINGH                RAJENDRA
                               SINGH                SNEH
    REGION CODE    ADDRESS   : 1438 GREEN STREET #7B
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94109
    MORTGAGE AMOUNT :   325,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    324,758.80  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,272.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 74.88400
    ----------------------------------------------------------------
0   0031786296     MORTGAGORS: TILLMAN              DAVID
                               ZOLLER               KAREN
    REGION CODE    ADDRESS   : 5544 EAST THE TOLEDO
        01         CITY      :    LONG BEACH
                   STATE/ZIP : CA  90803
    MORTGAGE AMOUNT :   720,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    719,424.22  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,850.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   015
    LTV :                 62.60800
    ----------------------------------------------------------------
0   0031786361     MORTGAGORS: CONSTANTINESCU       BRUNO
                               CONSTANTINESCU       JASMINE
    REGION CODE    ADDRESS   : 3635 OLEANDER DRIVE
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92106
    MORTGAGE AMOUNT :   265,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    264,798.35  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,830.29  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 75.71400
    ----------------------------------------------------------------
0   0031786452     MORTGAGORS: RITCHIE              GARY
                               RITCHIE              DEBRA
    REGION CODE    ADDRESS   : 5223 ATOLL AVENUE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  91401
    MORTGAGE AMOUNT :   291,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    290,767.29  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,960.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 75.58400
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,901,000.00
                               P & I AMT:     12,935.20
                               UPB AMT:   1,899,508.75

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          171
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031786502     MORTGAGORS: STRONG               AMY

    REGION CODE    ADDRESS   : 1024 GRANVIA ALTAMIRA
        01         CITY      :    PALOS VERDES ESTATES
                   STATE/ZIP : CA  90274
    MORTGAGE AMOUNT :   595,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    595,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,160.33  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 50.00000
    ----------------------------------------------------------------
0   0031786577     MORTGAGORS: HLASTALA             MICHAEL
                               HLASTALA             MARGARET
    REGION CODE    ADDRESS   : 7393 BRAEMAR DRIVE
        01         CITY      :    EDMONDS
                   STATE/ZIP : WA  98026
    MORTGAGE AMOUNT :   441,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    440,309.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,008.40  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 76.69500
    ----------------------------------------------------------------
0   0031786940     MORTGAGORS: PFEIFFER             ROBERT
                               PFEIFFER             VICKI
    REGION CODE    ADDRESS   : 21 FAIRWAY ISLAND
        01         CITY      :    GRASONVILLE
                   STATE/ZIP : MD  21638
    MORTGAGE AMOUNT :   265,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    264,798.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,830.29  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.81900
    ----------------------------------------------------------------
0   0031786965     MORTGAGORS: RICHMOND             SOLOMON

    REGION CODE    ADDRESS   : 3662 GIDDINGS RANCH ROAD
        01         CITY      :    ALTADENA
                   STATE/ZIP : CA  91001
    MORTGAGE AMOUNT :   349,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    349,413.35  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,326.57  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.99700
    ----------------------------------------------------------------
0   0031787351     MORTGAGORS: CHEN                 ZACHARY
                               CHEN                 MARTHA
    REGION CODE    ADDRESS   : 5538 ETZLER ROAD
        01         CITY      :    FREDRICK
                   STATE/ZIP : MD  21702
    MORTGAGE AMOUNT :   277,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,283.52  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,893.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 62.92500
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,928,200.00
                               P & I AMT:     13,218.63
                               UPB AMT:   1,926,805.11

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          172
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031787450     MORTGAGORS: MCFARLAND            MICHAEL
                               MCFARLAND            L.
    REGION CODE    ADDRESS   : 4920 MIDDLE PIKE
        01         CITY      :    WEST JEFFERSON
                   STATE/ZIP : OH  43162
    MORTGAGE AMOUNT :   259,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    258,797.95  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,766.84  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 89.31034
    ----------------------------------------------------------------
0   0031787567     MORTGAGORS: BEHNKEN              JAMES
                               BEHNKEN              MARY
    REGION CODE    ADDRESS   : 711 GREENWOOD LANE
        01         CITY      :    PEACHTREE CITY
                   STATE/ZIP : GA  30269
    MORTGAGE AMOUNT :   271,881.00  OPTION TO CONVERT :
    UNPAID BALANCE :    271,658.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,808.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031787583     MORTGAGORS: BURNTHALL            STEPHEN
                               BURNTHALL            KATHLEEN
    REGION CODE    ADDRESS   : 625 HAMPTON BLUFF LANE
        01         CITY      :    ALPHARETTA
                   STATE/ZIP : GA  30004
    MORTGAGE AMOUNT :   268,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,785.68  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,805.57  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 69.61000
    ----------------------------------------------------------------
0   0031787617     MORTGAGORS: LIU                  SSY
                               LEE                  YU
    REGION CODE    ADDRESS   : 28 KARA ROAD
        01         CITY      :    ALAMEDA
                   STATE/ZIP : CA  94502
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,792.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,957.80  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031787955     MORTGAGORS: ZALEWSKI             KENNETH
                               ZALEWSKI             DEBORA
    REGION CODE    ADDRESS   : 55256 HEARTHSIDE DRIVE
        01         CITY      :    SHELBY TWP
                   STATE/ZIP : MI  48316
    MORTGAGE AMOUNT :   250,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    250,196.09  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,710.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 94.98700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,329,581.00
                               P & I AMT:      9,049.26
                               UPB AMT:   1,328,230.06

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          173
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031788235     MORTGAGORS: HUTTER               STEPHEN
                               HUTTER               LAURA
    REGION CODE    ADDRESS   : 347 GRIST MILL ROAD
        01         CITY      :    BASKING RIDGE
                   STATE/ZIP : NJ  07920
    MORTGAGE AMOUNT :   350,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    349,726.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,387.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 69.30600
    ----------------------------------------------------------------
0   0031788565     MORTGAGORS: LIU                  THOMAS
                               DOYLE                TERESA
    REGION CODE    ADDRESS   : 1642 KEARSARGE ROAD
        01         CITY      :    LA JOLLA
                   STATE/ZIP : CA  92037
    MORTGAGE AMOUNT :   411,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    411,178.99  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,807.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 58.78500
    ----------------------------------------------------------------
0   0031788573     MORTGAGORS: PERRY                GRANT
                               PERRY                LEAH
    REGION CODE    ADDRESS   : 1947 MISRY WOODS DRIVE
        01         CITY      :    DULUTH
                   STATE/ZIP : GA  30097
    MORTGAGE AMOUNT :   248,650.00  OPTION TO CONVERT :
    UNPAID BALANCE :    248,446.18  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,654.28  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.98600
    ----------------------------------------------------------------
0   0031788664     MORTGAGORS: OWEN                 JAMES
                               OWEN                 DENISE
    REGION CODE    ADDRESS   : 250 REFUGIO ROAD
        01         CITY      :    SANTA CRUZ
                   STATE/ZIP : CA  95060
    MORTGAGE AMOUNT :   477,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    476,627.90  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,253.98  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 54.51400
    ----------------------------------------------------------------
0   0031788698     MORTGAGORS: SCHARG               LAWRENCE

    REGION CODE    ADDRESS   : 208 MIDLAND WAY
        01         CITY      :    DANVILLE
                   STATE/ZIP : CA  94526
    MORTGAGE AMOUNT :   312,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    312,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,128.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 73.41100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,799,150.00
                               P & I AMT:     12,231.43
                               UPB AMT:   1,797,980.03

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          174
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031788714     MORTGAGORS: HERBERT              CHARLES
                               HERBERT              NANCY
    REGION CODE    ADDRESS   : 100 FAIRVIEW AVENUE
        01         CITY      :    PIEDMONT
                   STATE/ZIP : CA  94610
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,814.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,748.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 48.07600
    ----------------------------------------------------------------
0   0031788912     MORTGAGORS: LAGER                HENRY

    REGION CODE    ADDRESS   : 44 LAS BRISAS WAY
        01         CITY      :    NAPLES
                   STATE/ZIP : FL  34108
    MORTGAGE AMOUNT :   383,320.00  OPTION TO CONVERT :
    UNPAID BALANCE :    383,013.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,582.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031788961     MORTGAGORS: PINCKARD             RICHARD
                               PINCKARD             C.
    REGION CODE    ADDRESS   : 11407 CYPRESS TERRACE PLACE
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92131
    MORTGAGE AMOUNT :   339,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    339,634.84  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,318.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 84.99600
    ----------------------------------------------------------------
0   0031788979     MORTGAGORS: JAMES                WILLIAM
                               JAMES                SYLVIA
    REGION CODE    ADDRESS   : 3500 CHAPELWOOD COURT
        01         CITY      :    COLLEYVILLE
                   STATE/ZIP : TX  76021
    MORTGAGE AMOUNT :   278,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    278,177.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,875.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 74.24000
    ----------------------------------------------------------------
0   0031789027     MORTGAGORS: CHIDAMBARAM          VIJAYAKUMAR
                               CHIDAMBARAM          BINEETHA
    REGION CODE    ADDRESS   : 20 SANTA EULALIA
        01         CITY      :    IRVIN
                   STATE/ZIP : CA  92606
    MORTGAGE AMOUNT :   313,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    313,461.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,166.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 65.35400
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,565,320.00
                               P & I AMT:     10,691.54
                               UPB AMT:   1,564,101.43

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          175
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031789209     MORTGAGORS: MC ALLASTER          JACK
                               MC ALLASTER          CAROLE
    REGION CODE    ADDRESS   : 1203 ENGLAND STREET
        01         CITY      :    HUNTINGTON BEACH
                   STATE/ZIP : CA  92648
    MORTGAGE AMOUNT :   252,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,812.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,762.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031789233     MORTGAGORS: AMELI                SEAN
                               AMELI                CYNTHIA
    REGION CODE    ADDRESS   : 1871 GREENFIELD AVENUE #201
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90025
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,804.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,705.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.36500
    ----------------------------------------------------------------
0   0031789258     MORTGAGORS: RESA                 JOLINDA

    REGION CODE    ADDRESS   : 16360 LAS  CUMBRES DRIVE
        01         CITY      :    LA HABRA HEIGHTS
                   STATE/ZIP : CA  90603
    MORTGAGE AMOUNT :   380,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    380,188.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,531.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 53.21600
    ----------------------------------------------------------------
0   0031789332     MORTGAGORS: DITTRICK             MICHAEL
                               DITTRICK             LYNN
    REGION CODE    ADDRESS   : 1550 VIRGINIA AVENUE
        01         CITY      :    GLENDALE
                   STATE/ZIP : CA  91202
    MORTGAGE AMOUNT :   471,450.00  OPTION TO CONVERT :
    UNPAID BALANCE :    471,091.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,256.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031789340     MORTGAGORS: TYORAN               MARK
                               TYORAN               TRACY
    REGION CODE    ADDRESS   : 3952 LEIGHTON POINT ROAD
        01         CITY      :    CALABASAS
                   STATE/ZIP : CA  91301
    MORTGAGE AMOUNT :   325,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    324,733.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,162.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 62.16200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,678,950.00
                               P & I AMT:     11,417.39
                               UPB AMT:   1,677,630.89

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          176
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031789365     MORTGAGORS: CICINATO             DAVID
                               SENGER               STACEY
    REGION CODE    ADDRESS   : 1550 EAST ROOSEVELT ROAD
        01         CITY      :    LONG BEACH
                   STATE/ZIP : CA  90807
    MORTGAGE AMOUNT :   256,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,795.28  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,724.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031789373     MORTGAGORS: THAYER               JAMES
                               THAYER               CAMILLA
    REGION CODE    ADDRESS   : 232 APTOS PLACE
        01         CITY      :    DANVILLE
                   STATE/ZIP : CA  94526
    MORTGAGE AMOUNT :   360,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    359,693.52  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,395.09  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 72.72700
    ----------------------------------------------------------------
0   0031789381     MORTGAGORS: DETTONI              JOHN
                               DETTONI              CAROL
    REGION CODE    ADDRESS   : 311 WEST AVENIDA GAVIOTA
        01         CITY      :    SAN CLEMENTE
                   STATE/ZIP : CA  92672
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,795.07  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,663.26  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 42.73500
    ----------------------------------------------------------------
0   0031789407     MORTGAGORS: MAMER                JEFFREY
                               LOEB                 PEGGETH
    REGION CODE    ADDRESS   : 260 RIPLEY ST
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94110
    MORTGAGE AMOUNT :   317,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    317,252.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,165.91  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 60.47619
    ----------------------------------------------------------------
0   0031789480     MORTGAGORS: FRANKLIN             RONALD
                               FRANKLIN             MARGARET
    REGION CODE    ADDRESS   : 30 OWL HILL ROAD
        01         CITY      :    ORINDA
                   STATE/ZIP : CA  94563
    MORTGAGE AMOUNT :   393,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    392,793.35  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,681.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.41400
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,576,600.00
                               P & I AMT:     10,630.61
                               UPB AMT:   1,575,329.54

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          177
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031789498     MORTGAGORS: ELLISON              KAREN
                               ELLISON              MARK
    REGION CODE    ADDRESS   : 206 BELLFLOWER DRIVE
        01         CITY      :    SAN RAMON
                   STATE/ZIP : CA  94583
    MORTGAGE AMOUNT :   245,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,818.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,713.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 77.77700
    ----------------------------------------------------------------
0   0031789506     MORTGAGORS: BIGUS                STEVE
                               BIGUS                CATHERINE
    REGION CODE    ADDRESS   : 6426 BEAL COURT
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95123
    MORTGAGE AMOUNT :   308,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    307,741.24  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,023.34  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031789712     MORTGAGORS: BADER                DAVID
                               BADER                CINDY
    REGION CODE    ADDRESS   : 7 WADSWORTH WAY
        01         CITY      :    SHARON
                   STATE/ZIP : MA  02067
    MORTGAGE AMOUNT :   370,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    369,711.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,524.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 74.29700
    ----------------------------------------------------------------
0   0031789829     MORTGAGORS: CHANG                PHILLIP
                               DEMONGE              KAY
    REGION CODE    ADDRESS   : 933 NORTH EUCLID
        01         CITY      :    OAK PARK
                   STATE/ZIP : IL  60302
    MORTGAGE AMOUNT :   246,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    246,207.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,680.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031790017     MORTGAGORS: MILLER               LARRY
                               MILLER               LORRAINE
    REGION CODE    ADDRESS   : 6002 TOYON TERRACE
        01         CITY      :    YORBA LINDA
                   STATE/ZIP : CA  92886
    MORTGAGE AMOUNT :   326,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    325,745.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,223.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 78.36500
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,495,400.00
                               P & I AMT:     10,165.25
                               UPB AMT:   1,494,224.25

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          178
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031790025     MORTGAGORS: WOLFE                MARK
                               WOLFE                JANE
    REGION CODE    ADDRESS   : 1780 AMARELLE STREET
        01         CITY      :    THOUSAND OAKS
                   STATE/ZIP : CA  91320
    MORTGAGE AMOUNT :   310,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    309,745.89  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,062.44  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 77.50000
    ----------------------------------------------------------------
0   0031790249     MORTGAGORS: SCHROER              RICHARD
                               SCHROER              SUSAN
    REGION CODE    ADDRESS   : 2529 ASCOT DRIVE
        01         CITY      :    FLORENCE
                   STATE/ZIP : SC  29501
    MORTGAGE AMOUNT :   240,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    239,812.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,637.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 73.84600
    ----------------------------------------------------------------
0   0031790306     MORTGAGORS: SMITH                MICHAEL
                               SMITH                ANGELA
    REGION CODE    ADDRESS   : 15511 HELEN DRIVE
        01         CITY      :    ACCOKEEK
                   STATE/ZIP : MD  20607
    MORTGAGE AMOUNT :   372,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    371,686.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,506.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 90.00300
    ----------------------------------------------------------------
0   0031790314     MORTGAGORS: NESTERUK             JAMES
                               CROMER               CINDY
    REGION CODE    ADDRESS   : 3 ISLAND WAY
        01         CITY      :    ANDOVER
                   STATE/ZIP : MA  01810
    MORTGAGE AMOUNT :   282,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    282,382.89  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,953.92  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 70.72500
    ----------------------------------------------------------------
0   0031790371     MORTGAGORS: SORROWS              BRYAN
                               SORROWS              MOLLY
    REGION CODE    ADDRESS   : 285 ACTON STREET
        01         CITY      :    CARLISLE
                   STATE/ZIP : MA  01741
    MORTGAGE AMOUNT :   340,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    340,506.57  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,210.43  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,545,700.00
                               P & I AMT:     10,370.24
                               UPB AMT:   1,544,134.56

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          179
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031790603     MORTGAGORS: WOLK                 JASON
                               WOLK                 JEANNE
    REGION CODE    ADDRESS   : 2573 JARDIN PLACE
        01         CITY      :    WESTON
                   STATE/ZIP : FL  33327
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,764.77  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,839.40  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.60000
    ----------------------------------------------------------------
0   0031791395     MORTGAGORS: GOARD                DAWN

    REGION CODE    ADDRESS   : 7755 SOUTH HICKORY PLACE
        01         CITY      :    LITTLETON
                   STATE/ZIP : CO  80120
    MORTGAGE AMOUNT :   280,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    280,586.33  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,939.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031791593     MORTGAGORS: GARRICK              CRAIG
                               GARRICK              BARBARA
    REGION CODE    ADDRESS   : 3400 HAVEN WAY
        01         CITY      :    BURBANK
                   STATE/ZIP : CA  91504
    MORTGAGE AMOUNT :   472,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    471,658.38  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,340.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031791668     MORTGAGORS: WINKLER              PHILLIP
                               WINKLER              DAWN
    REGION CODE    ADDRESS   : 25032 SHADY HOLLOW CIRCLE
        01         CITY      :    LAKE FOREST
                   STATE/ZIP : CA  92630
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,797.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,773.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031791817     MORTGAGORS: GOYA                 HERBERT
                               GOYA                 MILDRED
    REGION CODE    ADDRESS   : 2322 SANTA FE AVENUE
        01         CITY      :    TORRANCE
                   STATE/ZIP : CA  90501
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,750.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,182.97  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,612,800.00
                               P & I AMT:     11,076.24
                               UPB AMT:   1,611,557.01

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          180
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031791866     MORTGAGORS: ELWOOD               JAMES
                               ELWOOD               CATHERINE
    REGION CODE    ADDRESS   : 105 HIGHLAND AVENUE
        01         CITY      :    SAN CARLOS
                   STATE/ZIP : CA  94070
    MORTGAGE AMOUNT :   272,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    271,787.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,855.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 51.12782
    ----------------------------------------------------------------
0   0031791957     MORTGAGORS: MURTI                KAMALA
                               MURTI                VASU
    REGION CODE    ADDRESS   : 205 WOODCLIFF BLVD.
        01         CITY      :    MORGANVILLE
                   STATE/ZIP : NJ  07751
    MORTGAGE AMOUNT :   272,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    271,777.04  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,809.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 92.20300
    ----------------------------------------------------------------
0   0031792104     MORTGAGORS: RAMEY                BILL
                               RAMEY                ERIN
    REGION CODE    ADDRESS   : 5303 PASEO DEL RIO WAY
        01         CITY      :    CONCORD
                   STATE/ZIP : CA  94521
    MORTGAGE AMOUNT :   244,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,804.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,643.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031792260     MORTGAGORS: MESA                 ORLANDO
                               MESA                 DONNA
    REGION CODE    ADDRESS   : 15160 CALLE VERANO
        01         CITY      :    CHINO HILLS
                   STATE/ZIP : CA  91709
    MORTGAGE AMOUNT :   272,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    272,587.19  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,860.98  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031792393     MORTGAGORS: POWER                NORMAN
                               POWER                MARIA
    REGION CODE    ADDRESS   : 4928 CASPAR STREET
        01         CITY      :    UNION CITY
                   STATE/ZIP : CA  94587
    MORTGAGE AMOUNT :   250,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    250,599.44  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,689.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,311,600.00
                               P & I AMT:      8,859.69
                               UPB AMT:   1,310,556.36

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          181
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031792500     MORTGAGORS: ROSE                 S.
                               ROSE                 VIRGINIA
    REGION CODE    ADDRESS   : 5000 GILLETTE ST.
        01         CITY      :    APPLETON
                   STATE/ZIP : WI  54915
    MORTGAGE AMOUNT :   410,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    408,505.89  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,727.75  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 63.07600
    ----------------------------------------------------------------
0   0031792682     MORTGAGORS: ALMY II              JOHN
                               ALMY                 MARCY
    REGION CODE    ADDRESS   : 9614 CROSSPOINTE DRIVE
        01         CITY      :    FAIRFAX STATION
                   STATE/ZIP : VA  22039
    MORTGAGE AMOUNT :   267,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    266,986.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,800.18  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031792815     MORTGAGORS: NICKEL               DOUGLAS
                               NICKEL               COLLEEN
    REGION CODE    ADDRESS   : 2722 TIMBERLANE
        01         CITY      :    FLINT
                   STATE/ZIP : MI  48507
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,269.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,769.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 41.66600
    ----------------------------------------------------------------
0   0031792880     MORTGAGORS: LITTLE               BRIAN
                               LITTLE               CHERYL
    REGION CODE    ADDRESS   : 473 CURIE DRIVE
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95123
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,760.09  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,021.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031793128     MORTGAGORS: HAGUE                CARL
                               HAGUE                MARY
    REGION CODE    ADDRESS   : 722 HILLSIDE ROAD
        01         CITY      :    SAN JUAN, BAUTISTA
                   STATE/ZIP : CA  95045
    MORTGAGE AMOUNT :   432,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    431,645.89  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,874.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,659,200.00
                               P & I AMT:     11,192.68
                               UPB AMT:   1,656,167.51

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          182
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031793268     MORTGAGORS: SULLIVAN             CYNTHIA

    REGION CODE    ADDRESS   : 14710 WHITE CLOUD COURT
        01         CITY      :    MORGAN HILL
                   STATE/ZIP : CA  95037
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,792.19  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,957.81  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 60.86900
    ----------------------------------------------------------------
0   0031793318     MORTGAGORS: MURRIETTA            MARK
                               MURRIETTA            JACQUELINE
    REGION CODE    ADDRESS   : 21751 FERNLEAF DRIVE
        01         CITY      :    LAKE FOREST
                   STATE/ZIP : CA  92630
    MORTGAGE AMOUNT :   296,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    296,268.71  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,022.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.06600
    ----------------------------------------------------------------
0   0031793409     MORTGAGORS: ROGERS               MARK
                               ROGERS               REBECCA
    REGION CODE    ADDRESS   : 1575 EAGLE'S NEST LANE
        01         CITY      :    GILROY
                   STATE/ZIP : CA  95020
    MORTGAGE AMOUNT :   294,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    293,764.89  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,980.73  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031793441     MORTGAGORS: LOUGARIS             SPIRO

    REGION CODE    ADDRESS   : 3842 VILLA GLEN WAY
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95136
    MORTGAGE AMOUNT :   279,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    278,987.55  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,928.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.09300
    ----------------------------------------------------------------
0   0031793557     MORTGAGORS: GOLUBOVICH           PAUL
                               FANE-GOLUBOVICH      ANNA
    REGION CODE    ADDRESS   : 19203 MIMOSA LANE
        01         CITY      :    SONOMA,
                   STATE/ZIP : CA  95476
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,771.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,072.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 89.55200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,449,700.00
                               P & I AMT:      9,961.59
                               UPB AMT:   1,448,585.06

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          183
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031794027     MORTGAGORS: BLASZAK              GUY
                               BLASZAK              JULIE
    REGION CODE    ADDRESS   : 2585 JOSHUA LANE,
        01         CITY      :    NORTHBROOK,
                   STATE/ZIP : IL  60062
    MORTGAGE AMOUNT :   388,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    387,697.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,646.85  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 84.80800
    ----------------------------------------------------------------
0   0031794134     MORTGAGORS: NAVARRETE            CARLOS
                               SPITALNICK           WILLIAM
    REGION CODE    ADDRESS   : 4804 SEASHORE DRIVE
        01         CITY      :    NEWPORT BEACH
                   STATE/ZIP : CA  92663
    MORTGAGE AMOUNT :   385,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    384,093.53  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,626.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 70.00000
    ----------------------------------------------------------------
0   0031794290     MORTGAGORS: RITTER               DANIEL
                               RITTER               ARMANDE
    REGION CODE    ADDRESS   : 57625 DUCK POND LANE
        01         CITY      :    SUNRIVER
                   STATE/ZIP : OR  97707
    MORTGAGE AMOUNT :   404,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    403,000.71  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,687.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031794654     MORTGAGORS: MAROUF               SAID
                               MAROUF               ROSWITHA
    REGION CODE    ADDRESS   : 7780 LOOKOUT DRIVE
        01         CITY      :    LA JOLLA
                   STATE/ZIP : CA  92037
    MORTGAGE AMOUNT :   625,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    624,512.44  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,263.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 48.07600
    ----------------------------------------------------------------
0   0031794696     MORTGAGORS: TIMKO                ZACHARY

    REGION CODE    ADDRESS   : 217 GRANADA AVENUE
        01         CITY      :    LONG BEACH
                   STATE/ZIP : CA  90803
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,792.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,751.67  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 77.61100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,062,000.00
                               P & I AMT:     13,976.33
                               UPB AMT:   2,059,096.08

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          184
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031794761     MORTGAGORS: MCARTHUR             LAWRENCE
                               MCARTHUR             LINDA
    REGION CODE    ADDRESS   : 2876 RANSFORD AVENUE
        01         CITY      :    PACIFIC GROVE
                   STATE/ZIP : CA  93950
    MORTGAGE AMOUNT :   246,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    245,808.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,678.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 78.84615
    ----------------------------------------------------------------
0   0031795230     MORTGAGORS: KELEHER              MARY
                               KELEHER              JOSEPH
    REGION CODE    ADDRESS   : 52 BEACH PLUM WAY
        01         CITY      :    HAMPTON
                   STATE/ZIP : NH  03842
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,797.34  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,981.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031795362     MORTGAGORS: OBERST               VIRGINIA

    REGION CODE    ADDRESS   : 6003 PEPPER TREE COURT
        01         CITY      :    NEWARK
                   STATE/ZIP : CA  94560
    MORTGAGE AMOUNT :   275,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    275,305.55  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,973.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031795404     MORTGAGORS: VENTURINI            PETER
                               VENTURINI            JEANNIE
    REGION CODE    ADDRESS   : 1105 SILVERADO DRIVE
        01         CITY      :    WOODLAND
                   STATE/ZIP : CA  95695
    MORTGAGE AMOUNT :   294,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    293,776.28  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,030.59  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 93.33300
    ----------------------------------------------------------------
0   0031795552     MORTGAGORS: PARDINAS             OSCAR
                               PARDINAS             DAWN
    REGION CODE    ADDRESS   : 3150 LESLIE COURT
        01         CITY      :    SIMI VALLEY
                   STATE/ZIP : CA  93063
    MORTGAGE AMOUNT :   245,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    245,408.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,675.43  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,341,100.00
                               P & I AMT:      9,339.72
                               UPB AMT:   1,340,095.67

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          185
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031795586     MORTGAGORS: PARONELLI            ENRICO
                               PARONELLI            KATHLEEN
    REGION CODE    ADDRESS   : 413 SYCAMORE PLACE
        01         CITY      :    SIERRA MADRE
                   STATE/ZIP : CA  91024
    MORTGAGE AMOUNT :   241,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    240,807.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,623.67  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 74.15300
    ----------------------------------------------------------------
0   0031796006     MORTGAGORS: EPSTEIN              DAVID
                               EPSTEIN              DEBBIE
    REGION CODE    ADDRESS   : 179 DUDLEY LANE
        01         CITY      :    MILTON
                   STATE/ZIP : MA  02186
    MORTGAGE AMOUNT :   345,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    344,367.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,752.99  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/18
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.12800
    ----------------------------------------------------------------
0   0031796469     MORTGAGORS: MAYERS               WILLIAM

    REGION CODE    ADDRESS   : 2031 LENOX COVE CIRCLE
        01         CITY      :    ATLANTA
                   STATE/ZIP : GA  30319
    MORTGAGE AMOUNT :   284,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    283,799.56  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,034.61  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 75.73333
    ----------------------------------------------------------------
0   0031796535     MORTGAGORS: KNOHL                HOWARD
                               KNOHL                LINDA
    REGION CODE    ADDRESS   : 181 COBBLESTONE LANE
        01         CITY      :    ANAHEIM
                   STATE/ZIP : CA  92807
    MORTGAGE AMOUNT :   550,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    549,560.18  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,705.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 34.37500
    ----------------------------------------------------------------
0   0031796774     MORTGAGORS: LUND                 PENNY

    REGION CODE    ADDRESS   : 205 EAST AVENIDA RAMONA
        01         CITY      :    SAN CLEMENTE
                   STATE/ZIP : CA  92672
    MORTGAGE AMOUNT :   268,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,580.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,828.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 74.44400
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,688,000.00
                               P & I AMT:     11,944.96
                               UPB AMT:   1,686,114.92

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          186
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031796931     MORTGAGORS: KRUSE                JOHN
                               KRUSE                JEANNINE
    REGION CODE    ADDRESS   : 5710 SUNDANCE DRIVE
        01         CITY      :    COLUMBIA
                   STATE/ZIP : MO  65203
    MORTGAGE AMOUNT :   340,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    339,734.77  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,319.40  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031797285     MORTGAGORS: JOYCE                THOMAS
                               JOYCE                DARLENE
    REGION CODE    ADDRESS   : 7002 WEST AURORA AVE,
        01         CITY      :    GLENDALE,
                   STATE/ZIP : AZ  85308
    MORTGAGE AMOUNT :   324,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    324,540.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,188.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031797467     MORTGAGORS: NEWSOM               TOM
                               NEWSOM               CARLA
    REGION CODE    ADDRESS   : 3698 THOUSAND OAKS DRIVE,
        01         CITY      :    SAN JOSE,
                   STATE/ZIP : CA  95136
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,797.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,773.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 76.02300
    ----------------------------------------------------------------
0   0031797509     MORTGAGORS: PRATHER              GARRY
                               PRATHER              PATRICIA
    REGION CODE    ADDRESS   : 6686 VIA DE LA REINA
        01         CITY      :    BONSALL
                   STATE/ZIP : CA  92003
    MORTGAGE AMOUNT :   315,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    315,047.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,124.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 63.06000
    ----------------------------------------------------------------
0   0031797533     MORTGAGORS: WEINBERG             PHILIP
                               WEINBERG             CHERYL
    REGION CODE    ADDRESS   : 5760 WILKINSON AVENUE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  91607
    MORTGAGE AMOUNT :   275,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    274,785.48  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,875.98  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 94.82700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,515,100.00
                               P & I AMT:     10,281.52
                               UPB AMT:   1,513,905.53

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          187
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031797616     MORTGAGORS: THOMAS               JERRY
                               THOMAS               CHRISTINE
    REGION CODE    ADDRESS   : 1902 VIA SAGE
        01         CITY      :    SAN CLEMENTE
                   STATE/ZIP : CA  92673
    MORTGAGE AMOUNT :   271,350.00  OPTION TO CONVERT :
    UNPAID BALANCE :    271,138.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,851.09  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 63.10400
    ----------------------------------------------------------------
0   0031797632     MORTGAGORS: VEGA                 JUAN
                               VEGA                 BONNAE
    REGION CODE    ADDRESS   : 12823 SHADOW OAK LANE
        01         CITY      :    FAIRFAX
                   STATE/ZIP : VA  22033
    MORTGAGE AMOUNT :   325,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    325,339.62  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,193.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031797640     MORTGAGORS: GIBBS                BENJAMIN
                               GIBBS                SUSKA
    REGION CODE    ADDRESS   : 633 KINGMAN AVENUE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90402
    MORTGAGE AMOUNT :   500,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    499,628.93  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,496.07  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 67.65800
    ----------------------------------------------------------------
0   0031797657     MORTGAGORS: ROSE                 MARTIN

    REGION CODE    ADDRESS   : 244 CORONADO CIRCLE
        01         CITY      :    PAGOSA SPRINGS
                   STATE/ZIP : CO  81147
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,789.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,841.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 89.90400
    ----------------------------------------------------------------
0   0031797731     MORTGAGORS: DAHL                 LARRY
                               DAHL                 DAWN
    REGION CODE    ADDRESS   : 5413 MARICOPA DRIVE
        01         CITY      :    SIMI VALLEY
                   STATE/ZIP : CA  93063
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,786.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,729.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,626,950.00
                               P & I AMT:     11,112.46
                               UPB AMT:   1,625,683.12

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          188
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031797798     MORTGAGORS: AUZERS               BETTINA

    REGION CODE    ADDRESS   : 910 WILADONDA DRIVE
        01         CITY      :    LA CANADA FLINTRIDGE
                   STATE/ZIP : CA  91011
    MORTGAGE AMOUNT :   446,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    445,643.35  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,004.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 78.24500
    ----------------------------------------------------------------
0   0031797855     MORTGAGORS: MILLER               NICOLE

    REGION CODE    ADDRESS   : 5490 FENTON WAY
        01         CITY      :    GRANITE BAY
                   STATE/ZIP : CA  95746
    MORTGAGE AMOUNT :   259,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,381.90  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,705.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 89.99300
    ----------------------------------------------------------------
0   0031797863     MORTGAGORS: NAQVI                ADNAN
                               MC HARDY             CAROLYN
    REGION CODE    ADDRESS   : 3025 BRIARHAVEN LANE
        01         CITY      :    CORONA
                   STATE/ZIP : CA  91720
    MORTGAGE AMOUNT :   286,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    286,400.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,953.75  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 94.98400
    ----------------------------------------------------------------
0   0031798309     MORTGAGORS: GARRETT              RICHARD
                               GARRETT              KRISTINE
    REGION CODE    ADDRESS   : 901 REGENCY COURT
        01         CITY      :    SAN RAMON
                   STATE/ZIP : CA  94583
    MORTGAGE AMOUNT :   500,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    499,083.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,989.84  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/18
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031798507     MORTGAGORS: INGALIS              ANNE

    REGION CODE    ADDRESS   : 3164 ALMERIA STREET
        01         CITY      :    SAN PEDRO AREA
                   STATE/ZIP : CA  90731
    MORTGAGE AMOUNT :   291,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    291,588.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,065.34  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 79.94500
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,783,800.00
                               P & I AMT:     12,719.10
                               UPB AMT:   1,782,097.14

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          189
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031798895     MORTGAGORS: RIVEIRA              IGNACIO
                               RIVEIRA              MARIA
    REGION CODE    ADDRESS   : 5617 RIVIERA DR
        01         CITY      :    CORAL GABLES
                   STATE/ZIP : FL  33146
    MORTGAGE AMOUNT :   343,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    342,932.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,341.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031798960     MORTGAGORS: BENSON               BARRY
                               PLUYER               HECTOR
    REGION CODE    ADDRESS   : 620 WILCOX WAY
        01         CITY      :    LAGUNA BEACH
                   STATE/ZIP : CA  92651
    MORTGAGE AMOUNT :   304,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    304,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,125.61  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031798978     MORTGAGORS: LAPP                 STEPHAN

    REGION CODE    ADDRESS   : 520 WESTBOURNE DRIVE
        01         CITY      :    WEST HOLLYWOOD
                   STATE/ZIP : CA  90048
    MORTGAGE AMOUNT :   335,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    334,628.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,313.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 74.44400
    ----------------------------------------------------------------
0   0031799174     MORTGAGORS: DOVER                WILLIAM
                               DOVER                ROBIN
    REGION CODE    ADDRESS   : 8007 MAMMOTH DRIVE
        01         CITY      :    ROHNERT PARK
                   STATE/ZIP : CA  94928
    MORTGAGE AMOUNT :   249,550.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,364.80  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,744.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 77.98400
    ----------------------------------------------------------------
0   0031799208     MORTGAGORS: COSCI                MICHAEL
                               MIYAZAKI             STACEY
    REGION CODE    ADDRESS   : 299 CURIE DRIVE
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95119
    MORTGAGE AMOUNT :   344,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    343,738.25  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,375.92  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.81438
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,575,750.00
                               P & I AMT:     10,901.42
                               UPB AMT:   1,574,664.01

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          190
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031799240     MORTGAGORS: MOORHOUSE            MARGARET

    REGION CODE    ADDRESS   : 85 MOUNT TIBURON ROAD
        01         CITY      :    TIBURON
                   STATE/ZIP : CA  94920
    MORTGAGE AMOUNT :   500,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    499,579.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,284.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 32.25800
    ----------------------------------------------------------------
0   0031799273     MORTGAGORS: CHENERY              MICHAEL
                               CHENERY              ROSLYNN
    REGION CODE    ADDRESS   : 2856 GRAY FOX COURT
        01         CITY      :    PLEASANTON
                   STATE/ZIP : CA  94566
    MORTGAGE AMOUNT :   645,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    644,521.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,509.93  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031799513     MORTGAGORS: SPETH                DOUGLAS
                               DANIELS-SEPTH        KELLY
    REGION CODE    ADDRESS   : 623 IRVINE AVENUE
        01         CITY      :    NEWPORT BEACH
                   STATE/ZIP : CA  92660
    MORTGAGE AMOUNT :   330,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    330,122.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,170.49  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031799562     MORTGAGORS: CANAL                DONALD
                               CANAL                MARINA
    REGION CODE    ADDRESS   : 10038 DEL DIOS HIGHWAY
        01         CITY      :    ESCONDIDO
                   STATE/ZIP : CA  92029
    MORTGAGE AMOUNT :   285,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    284,783.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,968.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031799661     MORTGAGORS: WOLF                 HENRY

    REGION CODE    ADDRESS   : 59946 HORSE CANYON ROAD
        01         CITY      :    MOUNTAIN CENTER
                   STATE/ZIP : CA  92561
    MORTGAGE AMOUNT :   292,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    291,783.29  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,041.71  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 73.92405
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,052,400.00
                               P & I AMT:     13,975.19
                               UPB AMT:   2,050,790.12

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          191
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031799778     MORTGAGORS: DRAKE                STEPHEN
                               DRAKE                MARGO
    REGION CODE    ADDRESS   : 1090 IDEMA DR. SE
        01         CITY      :    EAST GRAND RAPIDS
                   STATE/ZIP : MI  49506
    MORTGAGE AMOUNT :   280,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,471.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,985.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   06/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 66.78571
    ----------------------------------------------------------------
0   0031799802     MORTGAGORS: LEBOVITZ             BRADLEY
                               LEBOVITZ             KAREN
    REGION CODE    ADDRESS   : 103 VALLEY CIRCLE
        01         CITY      :    MILL VALLEY
                   STATE/ZIP : CA  94941
    MORTGAGE AMOUNT :   337,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    337,249.53  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,359.85  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031799836     MORTGAGORS: LUBIN                WILLIAM
                               LUBIN                TAMA
    REGION CODE    ADDRESS   : 20526 COMFORT COURT
        01         CITY      :    ASHBURN
                   STATE/ZIP : VA  20147
    MORTGAGE AMOUNT :   246,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    245,580.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,743.30  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 84.34900
    ----------------------------------------------------------------
0   0031799869     MORTGAGORS: PALMER               WALT
                               PALMER               CATHERINE
    REGION CODE    ADDRESS   : 1532 ROBLE GRANDE LANE
        01         CITY      :    ALPINE
                   STATE/ZIP : CA  91901
    MORTGAGE AMOUNT :   332,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    331,274.52  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,349.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031799877     MORTGAGORS: IRWIN                THOMAS
                               IRWIN                MARY
    REGION CODE    ADDRESS   : 343 RICARDO DRIVE
        01         CITY      :    AROMAS
                   STATE/ZIP : CA  95004
    MORTGAGE AMOUNT :   296,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    295,042.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,120.58  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 77.28400
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,492,300.00
                               P & I AMT:     10,558.98
                               UPB AMT:   1,488,618.11

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          192
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031799885     MORTGAGORS: MELTON               CHERYL
                               MELTON               JOHN
    REGION CODE    ADDRESS   : 3031 NANTUCKET COVE
        01         CITY      :    CONYERS
                   STATE/ZIP : GA  30012
    MORTGAGE AMOUNT :   242,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    241,880.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,673.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031799919     MORTGAGORS: GUARINO              RICHARD
                               GUARINO              ROSEMARY
    REGION CODE    ADDRESS   : 862 EMPRESS ROAD
        01         CITY      :    WEST CHESTER
                   STATE/ZIP : PA  19382
    MORTGAGE AMOUNT :   294,580.00  OPTION TO CONVERT :
    UNPAID BALANCE :    294,141.39  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,059.75  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031799935     MORTGAGORS: CORWIN               WILLIAM

    REGION CODE    ADDRESS   : 8013 KENTWOOD AVENUE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90045
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,575.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,149.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 63.42400
    ----------------------------------------------------------------
0   0031799950     MORTGAGORS: ELROM                ITZHAK
                               LEVY                 PAULA
    REGION CODE    ADDRESS   : 5130 LAKE BLUFF ROAD
        01         CITY      :    WEST BLOOMFIELD
                   STATE/ZIP : MI  48323
    MORTGAGE AMOUNT :   248,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,956.99  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,758.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 73.08800
    ----------------------------------------------------------------
0   0031799992     MORTGAGORS: BOTELLO              FUENSANTA
                               BOTELLO              MICHAEL
    REGION CODE    ADDRESS   : 606 SAN MIGUEL AVENUE
        01         CITY      :    BERKELEY
                   STATE/ZIP : CA  94707
    MORTGAGE AMOUNT :   316,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    315,552.50  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,263.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,401,330.00
                               P & I AMT:      9,904.88
                               UPB AMT:   1,399,106.23

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          193
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031800014     MORTGAGORS: ELCOTT               EDWARD
                               ELCOTT               RUTH
    REGION CODE    ADDRESS   : 9840 MELVIN AVENUE
        01         CITY      :    NORTHRIDGE AREA
                   STATE/ZIP : CA  91324
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    399,125.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,831.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 89.88700
    ----------------------------------------------------------------
0   0031800022     MORTGAGORS: CLEGG                DAVID
                               CLEGG                SHARON
    REGION CODE    ADDRESS   : 20430 VIA CASTELLON
        01         CITY      :    YORBA LINDA
                   STATE/ZIP : CA  92886
    MORTGAGE AMOUNT :   286,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    285,594.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,048.94  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 65.74700
    ----------------------------------------------------------------
0   0031800089     MORTGAGORS: FINKEL               LISA
                               FINKEL               STEVEN
    REGION CODE    ADDRESS   : 84 ELIOT STREET
        01         CITY      :    SHERBORN
                   STATE/ZIP : MA  01770
    MORTGAGE AMOUNT :   548,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    546,398.31  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,878.71  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031800188     MORTGAGORS: WEST                 HARRY
                               WEST                 VIOLA
    REGION CODE    ADDRESS   : 24619 STATE ROUTE 2
        01         CITY      :    MONROE
                   STATE/ZIP : WA  98272
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,344.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,123.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031800196     MORTGAGORS: FINNEGAN             WILLIAM
                               FINNEGAN             AGNES
    REGION CODE    ADDRESS   : 11 TOKAY COURT
        01         CITY      :    PLEASANT HILL
                   STATE/ZIP : CA  94523
    MORTGAGE AMOUNT :   241,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    241,158.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,730.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 79.18000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,775,500.00
                               P & I AMT:     12,612.34
                               UPB AMT:   1,771,621.72

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          194
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031800212     MORTGAGORS: MAC KRILLE           ALFRED
                               MAC KRILLE           DONNA
    REGION CODE    ADDRESS   : 11468 CALLE ORO VERDE ROAD
        01         CITY      :    VALLEY CENTER
                   STATE/ZIP : CA  92082
    MORTGAGE AMOUNT :   315,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    313,644.33  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,256.70  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   05/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 74.11700
    ----------------------------------------------------------------
0   0031800253     MORTGAGORS: MARKS                JOEL

    REGION CODE    ADDRESS   : 600 PASEO DEL BOSQUE, NW
        01         CITY      :    ALBUQUERQUE
                   STATE/ZIP : NM  87114
    MORTGAGE AMOUNT :   549,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    547,830.02  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,933.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 78.42800
    ----------------------------------------------------------------
0   0031800360     MORTGAGORS: GOETTSCH             CRAIG
                               GOETTSCH             JENNIFER
    REGION CODE    ADDRESS   : 2540 KINDERHOOK LANE
        01         CITY      :    COLORADO SPRINGS
                   STATE/ZIP : CO  80919
    MORTGAGE AMOUNT :   240,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    239,774.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,700.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 64.94594
    ----------------------------------------------------------------
0   0031800394     MORTGAGORS: JOFFE                NATHAN
                               JOFFE                DEBORAH
    REGION CODE    ADDRESS   : 1940 S. CREST DRIVE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90034
    MORTGAGE AMOUNT :   328,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    327,525.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,378.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 71.30434
    ----------------------------------------------------------------
0   0031800428     MORTGAGORS: RASHID               MARK
                               RASHID               HILDA
    REGION CODE    ADDRESS   : 512 EAST HOWELL ROAD
        01         CITY      :    MASON
                   STATE/ZIP : MI  48854
    MORTGAGE AMOUNT :   288,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,158.22  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,038.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 78.90411
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,720,300.00
                               P & I AMT:     12,307.32
                               UPB AMT:   1,715,932.63

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          195
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031800469     MORTGAGORS: MOAVEN               MASSOUD
                               MOAVEN               CYRUS
    REGION CODE    ADDRESS   : 2112 CENTURY PARK LANE #303
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90067
    MORTGAGE AMOUNT :   331,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    330,531.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,371.32  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 77.88235
    ----------------------------------------------------------------
0   0031800485     MORTGAGORS: WALSH                DANIEL

    REGION CODE    ADDRESS   : 37 ROCKROSE
        01         CITY      :    ALISO VIEJO
                   STATE/ZIP : CA  92656
    MORTGAGE AMOUNT :   290,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    289,589.31  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,077.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 73.41800
    ----------------------------------------------------------------
0   0031800519     MORTGAGORS: COLE                 MURRAY
                               COLE                 DORIS
    REGION CODE    ADDRESS   : 4100 WINDWARD COURT
        01         CITY      :    BYRON
                   STATE/ZIP : CA  94514
    MORTGAGE AMOUNT :   392,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    391,458.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,842.27  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031800550     MORTGAGORS: CUNNINGHAM           RODGER
                               MIYATA               KATSUSABURO
    REGION CODE    ADDRESS   : 841 SOUTH MASSELIN AVENUE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90036
    MORTGAGE AMOUNT :   298,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    297,577.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,134.91  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 77.40259
    ----------------------------------------------------------------
0   0031800576     MORTGAGORS: ZARATE               ARACELI

    REGION CODE    ADDRESS   : 16505 ENGLEWOOD AVENUE
        01         CITY      :    LOS GATOS
                   STATE/ZIP : CA  95032
    MORTGAGE AMOUNT :   416,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    416,194.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,950.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,727,800.00
                               P & I AMT:     12,376.18
                               UPB AMT:   1,725,352.01

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          196
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031800618     MORTGAGORS: BALABAN              ROBERT
                               BALABAN              SHARRON
    REGION CODE    ADDRESS   : 31 MONTAGUE ST
        01         CITY      :    SUDBURY
                   STATE/ZIP : MA  01776
    MORTGAGE AMOUNT :   294,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    293,583.66  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,106.25  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 64.90000
    ----------------------------------------------------------------
0   0031800634     MORTGAGORS: HUTCHINSON           DREW
                               KIMSEY               DEBORAH
    REGION CODE    ADDRESS   : 7813 PASEO SANTA CRUZ
        01         CITY      :    PLEASANTON
                   STATE/ZIP : CA  94566
    MORTGAGE AMOUNT :   328,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    327,523.71  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,321.56  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 74.54500
    ----------------------------------------------------------------
0   0031800659     MORTGAGORS: ORTON                WILLIAM
                               KOHL-ORTON           LINDA
    REGION CODE    ADDRESS   : 34 CRESCENT RIDGE ROAD
        01         CITY      :    BOONTON
                   STATE/ZIP : NJ  07005
    MORTGAGE AMOUNT :   296,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    295,852.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,098.61  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 71.27400
    ----------------------------------------------------------------
0   0031800725     MORTGAGORS: FOGARTY              MICHAEL
                               FOGARTY              KIM
    REGION CODE    ADDRESS   : 6872 RIO VISTA DRIVE
        01         CITY      :    HUNTINGTON BEACH
                   STATE/ZIP : CA  92647
    MORTGAGE AMOUNT :   255,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,805.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,761.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 78.22000
    ----------------------------------------------------------------
0   0031800741     MORTGAGORS: STEVENS              JOHN
                               STEVENS              DIANE
    REGION CODE    ADDRESS   : 1025 FLAMINGO ROAD
        01         CITY      :    LAGUNA BEACH
                   STATE/ZIP : CA  92651
    MORTGAGE AMOUNT :   431,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    430,929.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,015.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,604,750.00
                               P & I AMT:     11,303.02
                               UPB AMT:   1,602,695.37

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          197
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031800782     MORTGAGORS: CHIN                 JEFFREY
                               CHIN NIZAWA          HELENE
    REGION CODE    ADDRESS   : 29931 TRAIL CREEK DRIVE
        01         CITY      :    AGOURA HILLS
                   STATE/ZIP : CA  91301
    MORTGAGE AMOUNT :   311,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    310,774.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,201.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 74.93900
    ----------------------------------------------------------------
0   0031801178     MORTGAGORS: TAN                  DARREL
                               LIE                  TERRY
    REGION CODE    ADDRESS   : 4535 MACKINAW STREET
        01         CITY      :    UNION CITY
                   STATE/ZIP : CA  94587
    MORTGAGE AMOUNT :   274,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    274,091.28  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,894.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 62.34000
    ----------------------------------------------------------------
0   0031801186     MORTGAGORS: GIFFEN               ALLEN
                               GIFFEN               CONSTANCE
    REGION CODE    ADDRESS   : 5434 BOTHE AVENUE
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92122
    MORTGAGE AMOUNT :   302,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    302,058.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,036.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.76200
    ----------------------------------------------------------------
0   0031801251     MORTGAGORS: MAJORS               JAMES

    REGION CODE    ADDRESS   : 1005 WOODVIEW PLACE
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95120
    MORTGAGE AMOUNT :   650,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    649,467.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,324.47  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 71.03800
    ----------------------------------------------------------------
0   0031801285     MORTGAGORS: LAMMERS              CHARLES
                               HITT                 AMY
    REGION CODE    ADDRESS   : 8911 CRESCENT DRIVE
        01         CITY      :    HUNTINGTON BEACH
                   STATE/ZIP : CA  92646
    MORTGAGE AMOUNT :   294,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    294,186.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,083.75  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,832,000.00
                               P & I AMT:     12,540.63
                               UPB AMT:   1,830,578.57

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          198
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031801301     MORTGAGORS: YARMOSKI             JOHN
                               YARMOSKI             TRACY
    REGION CODE    ADDRESS   : 19001 BRITTANY PLACE
        01         CITY      :    ROWLAND HEIGHTS AREA
                   STATE/ZIP : CA  91748
    MORTGAGE AMOUNT :   342,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    341,726.51  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,304.12  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.82200
    ----------------------------------------------------------------
0   0031801319     MORTGAGORS: MCARTHUR             COLLEEN
                               MCARTHUR             RICHARD
    REGION CODE    ADDRESS   : 500 FARNHAM PLACE,
        01         CITY      :    DANVILLE,
                   STATE/ZIP : CA  94526
    MORTGAGE AMOUNT :   350,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    350,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,358.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 70.00000
    ----------------------------------------------------------------
0   0031801335     MORTGAGORS: BAIO                 STEVE

    REGION CODE    ADDRESS   : 10832 ALTA VIEW DRIVE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  91604
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,765.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,046.53  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 50.08347
    ----------------------------------------------------------------
0   0031801418     MORTGAGORS: WEISS                STEVEN
                               WEISS                TRACY
    REGION CODE    ADDRESS   : 19956 WESTOVER PLACE
        01         CITY      :    WOODLAND HILLS
                   STATE/ZIP : CA  91367
    MORTGAGE AMOUNT :   352,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    351,711.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,341.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031801483     MORTGAGORS: VAN IDERSTINE        DONALD
                               VAN IDERSTINE        MARY
    REGION CODE    ADDRESS   : 1556 BUCHANAN STREET,
        01         CITY      :    NOVATO,
                   STATE/ZIP : CA  94947
    MORTGAGE AMOUNT :   247,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    246,825.67  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,769.54  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 79.67700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,591,000.00
                               P & I AMT:     10,820.07
                               UPB AMT:   1,590,029.61

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          199
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031801509     MORTGAGORS: MADRIGAL             CHRISTOPHER
                               MADRIGAL             THERESA
    REGION CODE    ADDRESS   : 11213 SHADYRIDGE DRIVE
        01         CITY      :    MOORPARK
                   STATE/ZIP : CA  93021
    MORTGAGE AMOUNT :   286,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    285,971.12  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,928.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031801533     MORTGAGORS: TAMAMOTO             RODNEY
                               TAMAMOTO             SHARI
    REGION CODE    ADDRESS   : 2755 ROOKE AVENUE
        01         CITY      :    HONOLULU
                   STATE/ZIP : HI  96817
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    268,577.86  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,684.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.37500  PRODUCT CODE      :   002
    LTV :                 78.94700
    ----------------------------------------------------------------
0   0031801541     MORTGAGORS: RADFORD              BONNE

    REGION CODE    ADDRESS   : 12027 HESBY STREET
        01         CITY      :    VALLEY VILLAGE AREA
                   STATE/ZIP : CA  91607
    MORTGAGE AMOUNT :   426,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    425,650.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,834.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 76.07100
    ----------------------------------------------------------------
0   0031801558     MORTGAGORS: LORENZO              DIOSCORO
                               LORENZO              EDITHA
    REGION CODE    ADDRESS   : 7359 PHINNEY WAY
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95139
    MORTGAGE AMOUNT :   284,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    283,761.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,865.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031801632     MORTGAGORS: MURRAY               DONN
                               ESKRA                SANDRA
    REGION CODE    ADDRESS   : 2424 242ND AVENUE SOUTHEAST
        01         CITY      :    ISSAQUAH
                   STATE/ZIP : WA  98029
    MORTGAGE AMOUNT :   240,350.00  OPTION TO CONVERT :
    UNPAID BALANCE :    240,157.80  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,619.28  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,506,550.00
                               P & I AMT:      9,931.79
                               UPB AMT:   1,504,118.99

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          200
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031801681     MORTGAGORS: REEDY                EDWARD
                               REEDY                SUSAN
    REGION CODE    ADDRESS   : 40 W 042 MARGARET
        01         CITY      :    SAINT CHARLES
                   STATE/ZIP : IL  60175
    MORTGAGE AMOUNT :   290,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    289,366.28  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,052.61  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 79.32300
    ----------------------------------------------------------------
0   0031801699     MORTGAGORS: GONZALES             LUIS
                               GONZALES             MARIA
    REGION CODE    ADDRESS   : 11852 SHOSHONE AVENUE
        01         CITY      :    GRANADA HILLS
                   STATE/ZIP : CA  91344
    MORTGAGE AMOUNT :   363,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    361,938.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,569.30  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 79.78000
    ----------------------------------------------------------------
0   0031801707     MORTGAGORS: WOODRUM              JACQUELINE
                               WOODRUM              MARK
    REGION CODE    ADDRESS   : 10034 LOWELL WAY
        01         CITY      :    WESTMINSTER
                   STATE/ZIP : CO  80030
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,410.02  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,911.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 79.41100
    ----------------------------------------------------------------
0   0031801715     MORTGAGORS: MENDEZ               JOHN
                               MENDEZ               SUSAN
    REGION CODE    ADDRESS   : 1453 45TH STREET
        01         CITY      :    SACRAMENTO
                   STATE/ZIP : CA  95819
    MORTGAGE AMOUNT :   369,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    368,490.44  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,675.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 77.68400
    ----------------------------------------------------------------
0   0031801731     MORTGAGORS: KHURANA              RAKESH
                               KHURANA              STEPHANIE
    REGION CODE    ADDRESS   : 14 MAGNOLIA AVENUE
        01         CITY      :    NEWTON
                   STATE/ZIP : MA  02158
    MORTGAGE AMOUNT :   439,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    437,946.33  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,107.21  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 59.40400
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,731,000.00
                               P & I AMT:     12,315.67
                               UPB AMT:   1,727,152.05

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          201
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031801756     MORTGAGORS: DOW                  SCOTT
                               DOW                  LAUREEN
    REGION CODE    ADDRESS   : 5724 CAMELLIA AVENUE
        01         CITY      :    TEMPLE CITY
                   STATE/ZIP : CA  91780
    MORTGAGE AMOUNT :   258,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    257,835.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,828.94  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031801764     MORTGAGORS: HANNON               JAMES
                               HANNON               CAROL
    REGION CODE    ADDRESS   : 7 COLUMBIA ROAD
        01         CITY      :    PEMBROKE
                   STATE/ZIP : MA  02359
    MORTGAGE AMOUNT :   372,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    371,473.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,665.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031801772     MORTGAGORS: RALPH                NEIL
                               RALPH                CORINNE
    REGION CODE    ADDRESS   : 4903 ORINDA AVENUE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90043
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,575.11  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,981.82  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031801798     MORTGAGORS: LANDAN               IVAN
                               LANDAN               DAWN
    REGION CODE    ADDRESS   : 18941 FRUITPORT RD
        01         CITY      :    SPRING LAKE
                   STATE/ZIP : MI  49456
    MORTGAGE AMOUNT :   363,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    362,686.84  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,574.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 67.36111
    ----------------------------------------------------------------
0   0031801806     MORTGAGORS: O'NEAL               JOHN
                               O'NEAL               DEBRA
    REGION CODE    ADDRESS   : 10 HIDDEN LAKES CT
        01         CITY      :    MT. LAUREL
                   STATE/ZIP : NJ  08057
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,181.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,981.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 74.66600
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,554,150.00
                               P & I AMT:     11,032.24
                               UPB AMT:   1,550,752.10

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          202
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031801822     MORTGAGORS: SIEMS                CHARLES
                               SIEMS                GEETA
    REGION CODE    ADDRESS   : 6618 SADDLEBROOK COURT
        01         CITY      :    LOVELAND
                   STATE/ZIP : OH  45140
    MORTGAGE AMOUNT :   292,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    291,596.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,117.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031801830     MORTGAGORS: JACOBSON             KENNETH
                               JACOBSON             MARLYS
    REGION CODE    ADDRESS   : RURAL ROUTE 3
        01         CITY      :    FRAZEE
                   STATE/ZIP : MN  56544
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,403.31  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,005.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 73.87800
    ----------------------------------------------------------------
0   0031801848     MORTGAGORS: NAGLE                TODD
                               PRUTZ                JO ANN
    REGION CODE    ADDRESS   : 15819 CAMINITO CANTARAS
        01         CITY      :    DEL MAR
                   STATE/ZIP : CA  92014
    MORTGAGE AMOUNT :   321,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    321,232.86  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,276.97  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 75.16355
    ----------------------------------------------------------------
0   0031801855     MORTGAGORS: ALLEN                PETER
                               ALLEN                DOLORES
    REGION CODE    ADDRESS   : 38 RUTHELLEN ROAD
        01         CITY      :    HUDSON
                   STATE/ZIP : MA  01749
    MORTGAGE AMOUNT :   247,410.00  OPTION TO CONVERT :
    UNPAID BALANCE :    246,869.38  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,751.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031801863     MORTGAGORS: KATCHUBA             ROBERT
                               KATCHUBA             LAURIE
    REGION CODE    ADDRESS   : 2188 CLARK COURT
        01         CITY      :    LEONARD
                   STATE/ZIP : MI  48367
    MORTGAGE AMOUNT :   382,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    381,841.95  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,707.32  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,523,610.00
                               P & I AMT:     10,858.59
                               UPB AMT:   1,520,944.28

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          203
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031801871     MORTGAGORS: YAROCH               JOSEPH

    REGION CODE    ADDRESS   : 1615 SERVICE ROAD
        01         CITY      :    CLINTON
                   STATE/ZIP : MI  49236
    MORTGAGE AMOUNT :   266,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    265,433.12  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,905.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 78.23500
    ----------------------------------------------------------------
0   0031802143     MORTGAGORS: MUCCIO               MARK
                               MUCCIO               CYNTHIA
    REGION CODE    ADDRESS   : 6700 WHITMORE COURT
        01         CITY      :    WESTERVILLE
                   STATE/ZIP : OH  43082
    MORTGAGE AMOUNT :   245,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    245,533.18  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,573.56  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 89.98300
    ----------------------------------------------------------------
0   0031802325     MORTGAGORS: BENSON               PAUL
                               BRAY BENSON          TERESA
    REGION CODE    ADDRESS   : 4612 AND 4618 EAST 3RD STREET
        01         CITY      :    LONG BEACH
                   STATE/ZIP : CA  90814
    MORTGAGE AMOUNT :   316,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    315,740.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,102.36  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031802358     MORTGAGORS: LAVAGNINO            ANDREW
                               LAVAGNINO            ANETTE
    REGION CODE    ADDRESS   : 1222 HIGHLAND DRIVE
        01         CITY      :    NOVATO
                   STATE/ZIP : CA  94949
    MORTGAGE AMOUNT :   369,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    369,504.28  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,491.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 78.68000
    ----------------------------------------------------------------
0   0031802572     MORTGAGORS: ARON                 LAUREN
                               ARON                 EUGENE
    REGION CODE    ADDRESS   : 425 WARD STREET
        01         CITY      :    NEWTON
                   STATE/ZIP : MA  02459
    MORTGAGE AMOUNT :   484,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    483,622.44  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,301.73  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 78.69900
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,681,550.00
                               P & I AMT:     11,374.72
                               UPB AMT:   1,679,833.99

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          204
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031802655     MORTGAGORS: DE MOULIN            SCOTT
                               DE MOULIN            RACHEL
    REGION CODE    ADDRESS   : 10645 CHIQUITA STREET
        01         CITY      :    (TOLUCA LAKE AREA) LOS AN
                   STATE/ZIP : CA  91602
    MORTGAGE AMOUNT :   365,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    364,722.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,520.97  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 74.48900
    ----------------------------------------------------------------
0   0031802762     MORTGAGORS: STEWART              JOHN
                               COLLINS              MICHAWL
    REGION CODE    ADDRESS   : 8101 W 4TH STREET
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90048
    MORTGAGE AMOUNT :   368,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    367,690.83  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,417.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 73.60000
    ----------------------------------------------------------------
0   0031802820     MORTGAGORS: BUTLER               RONALD
                               BUTLER               LYNNE
    REGION CODE    ADDRESS   : 4 BURR OAK
        01         CITY      :    RIVERWOODS
                   STATE/ZIP : IL  60015
    MORTGAGE AMOUNT :   360,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    359,704.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,395.09  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 53.33300
    ----------------------------------------------------------------
0   0031803059     MORTGAGORS: BOWEN                BENJAMIN
                               BOWEN                MARIBETH
    REGION CODE    ADDRESS   : 10 HILLVIEW TERRACE
        01         CITY      :    SUMMIT
                   STATE/ZIP : NJ  07901
    MORTGAGE AMOUNT :   299,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    298,766.75  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,039.71  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 65.00000
    ----------------------------------------------------------------
0   0031803307     MORTGAGORS: GRAHAM               DAVID
                               GRAHAM               LISA
    REGION CODE    ADDRESS   : 3 SUMMIT COURT
        01         CITY      :    LAS FLORES AREA
                   STATE/ZIP : CA  92688
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    399,672.12  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,661.21  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 66.66666
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,792,000.00
                               P & I AMT:     12,034.48
                               UPB AMT:   1,790,556.87

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          205
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031803356     MORTGAGORS: CARRILLO             MICHAEL
                               CARRILLO             RUTH
    REGION CODE    ADDRESS   : 9943 MESSINA CIRCLE
        01         CITY      :    CYPRESS
                   STATE/ZIP : CA  90630
    MORTGAGE AMOUNT :   343,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    340,252.87  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,457.29  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 83.65800
    ----------------------------------------------------------------
0   0031803372     MORTGAGORS: PLACILLA             MELFORD
                               PLACILLA             KATHLEEN
    REGION CODE    ADDRESS   : 2343 NAVAJO AVE
        01         CITY      :    PLACENTIA
                   STATE/ZIP : CA  92870
    MORTGAGE AMOUNT :   246,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    245,453.58  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,741.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 77.35849
    ----------------------------------------------------------------
0   0031803406     MORTGAGORS: SKINNION             ROBERT
                               SKINNION             MARY
    REGION CODE    ADDRESS   : 55 PYE BROOK LANE
        01         CITY      :    BOXFORD
                   STATE/ZIP : MA  01921
    MORTGAGE AMOUNT :   360,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    360,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,486.44  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 72.00000
    ----------------------------------------------------------------
0   0031803414     MORTGAGORS: HUGHES               R
                               HUGHES               JUDY
    REGION CODE    ADDRESS   : 121 SOUTHRIDGE DRIVE
        01         CITY      :    MISSOULA
                   STATE/ZIP : MT  59803
    MORTGAGE AMOUNT :   296,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    295,353.19  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,095.07  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031803430     MORTGAGORS: CURRIE               BENNIE
                               GARRETT              CELESTE
    REGION CODE    ADDRESS   : 5117 S DORCHESTER AVENUE
        01         CITY      :    CHICAGO
                   STATE/ZIP : IL  60615
    MORTGAGE AMOUNT :   256,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,454.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,834.02  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 63.28800
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,501,000.00
                               P & I AMT:     10,613.99
                               UPB AMT:   1,496,514.07

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          206
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031803455     MORTGAGORS: GENDREAU             MARK
                               O'HARA               EMILY
    REGION CODE    ADDRESS   : 62 CHESTNUT STREET
        01         CITY      :    ANDOVER
                   STATE/ZIP : MA  01810
    MORTGAGE AMOUNT :   278,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    278,205.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,997.36  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031803463     MORTGAGORS: ANDREWS              ROGER
                               ANDREWS              BRENDA
    REGION CODE    ADDRESS   : 17717 56TH AVENUE
        01         CITY      :    COOPERSVILLE
                   STATE/ZIP : MI  49404
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,564.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,123.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 71.42800
    ----------------------------------------------------------------
0   0031803547     MORTGAGORS: GUTSTADT             RICHARD

    REGION CODE    ADDRESS   : 20 CHAMBERS LANE
        01         CITY      :    OAKLAND
                   STATE/ZIP : CA  94611
    MORTGAGE AMOUNT :   480,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    479,625.55  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,274.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.33800
    ----------------------------------------------------------------
0   0031803679     MORTGAGORS: MCPHERRON            MATTHEW
                               MCPHERRON            MEREDITH
    REGION CODE    ADDRESS   : 41 UPSON ROAD
        01         CITY      :    WELLESLEY
                   STATE/ZIP : MA  02482
    MORTGAGE AMOUNT :   473,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    473,211.79  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,150.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031803919     MORTGAGORS: BERG                 RONALD

    REGION CODE    ADDRESS   : 18N 250 SAWYER ROAD
        01         CITY      :    WEST DUNDEE
                   STATE/ZIP : IL  60118
    MORTGAGE AMOUNT :   279,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    278,782.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,903.27  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 52.74100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,811,400.00
                               P & I AMT:     12,449.34
                               UPB AMT:   1,809,389.91

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          207
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031803968     MORTGAGORS: RUSSELL              JAMES
                               RUSSELL              DEBRA
    REGION CODE    ADDRESS   : 17 DOVER CIRCLE
        01         CITY      :    FRANKLIN
                   STATE/ZIP : MA  02038
    MORTGAGE AMOUNT :   321,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    321,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,217.07  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 78.29200
    ----------------------------------------------------------------
0   0031804305     MORTGAGORS: BELCHER              KELVIN

    REGION CODE    ADDRESS   : 17802 OSPREY POINTE PL
        01         CITY      :    TAMPA
                   STATE/ZIP : FL  33647
    MORTGAGE AMOUNT :   325,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    325,352.24  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,248.84  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031804487     MORTGAGORS: FLETCHER             PETER
                               FLETCHER             LILLIAN
    REGION CODE    ADDRESS   : 22123 INDEPENDENCIA STREET
        01         CITY      :    WOODLAND HILLS
                   STATE/ZIP : CA  91364
    MORTGAGE AMOUNT :   254,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,668.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 70.55500
    ----------------------------------------------------------------
0   0031804966     MORTGAGORS: SCHAPIRO             WILLIAM
                               SCHAPIRO             CLAUDIA
    REGION CODE    ADDRESS   : 5 ALEGRIA
        01         CITY      :    IRVINE
                   STATE/ZIP : CA  92620
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,782.87  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,123.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 77.92200
    ----------------------------------------------------------------
0   0031805351     MORTGAGORS: LOMAX                JOHN
                               LOMAX                CATHERINE
    REGION CODE    ADDRESS   : 791 NYES PLACE
        01         CITY      :    LAGUNA BEACH
                   STATE/ZIP : CA  92651
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    300,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,021.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 42.85700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,500,600.00
                               P & I AMT:     10,279.05
                               UPB AMT:   1,500,135.11

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          208
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031805385     MORTGAGORS: SINGER               STEPHEN

    REGION CODE    ADDRESS   : 2430 5TH STREET UNIT "A"
        01         CITY      :    BERKELEY
                   STATE/ZIP : CA  94710
    MORTGAGE AMOUNT :   295,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    295,574.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,043.02  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 89.97200
    ----------------------------------------------------------------
0   0031805393     MORTGAGORS: YOUNG                MICHAEL
                               TOAL                 STANLEY
    REGION CODE    ADDRESS   : 1037 SOMBRERO ROAD
        01         CITY      :    PEBBLE BEACH
                   STATE/ZIP : CA  93953
    MORTGAGE AMOUNT :   339,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    339,464.57  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,231.92  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 59.08600
    ----------------------------------------------------------------
0   0031805401     MORTGAGORS: SCHEFFEL             PAUL
                               SCHEFFEL             JILL
    REGION CODE    ADDRESS   : 350 WEBB ROAD
        01         CITY      :    WATSONVILLE
                   STATE/ZIP : CA  95076
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    400,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,627.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 62.74500
    ----------------------------------------------------------------
0   0031805435     MORTGAGORS: KIM                  PYONG
                               WON                  UN-JUNG
    REGION CODE    ADDRESS   : 22 TESORO
        01         CITY      :    NEWPORT COAST AREA
                   STATE/ZIP : CA  92657
    MORTGAGE AMOUNT :   425,850.00  OPTION TO CONVERT :
    UNPAID BALANCE :    425,492.23  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,797.54  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.89600
    ----------------------------------------------------------------
0   0031805633     MORTGAGORS: MOSKOVITZ            HARRY
                               MOSKOVITZ            PAMELA
    REGION CODE    ADDRESS   : 12300 ELLIOTT LANE
        01         CITY      :    SEBASTOPOL
                   STATE/ZIP : CA  95472
    MORTGAGE AMOUNT :   480,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    480,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,315.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,941,400.00
                               P & I AMT:     13,015.44
                               UPB AMT:   1,940,531.72

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          209
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031805773     MORTGAGORS: ERNST                TIMOTHY
                               ERNST                BARBARA
    REGION CODE    ADDRESS   : 692 ROCK OAK ROAD
        01         CITY      :    WALNUT CREEK
                   STATE/ZIP : CA  94598
    MORTGAGE AMOUNT :   253,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    253,602.02  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,731.36  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 71.29200
    ----------------------------------------------------------------
0   0031805807     MORTGAGORS: DEAL                 RICHARD
                               DEAL                 PATRICIA
    REGION CODE    ADDRESS   : 79 VIA VENTURA
        01         CITY      :    MONTEREY
                   STATE/ZIP : CA  93940
    MORTGAGE AMOUNT :   318,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    318,750.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,093.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031805849     MORTGAGORS: LOWENBRAUN           NORMAN

    REGION CODE    ADDRESS   : 80 HIGHLAND AVENUE
        01         CITY      :    LOS GATOS
                   STATE/ZIP : CA  95032
    MORTGAGE AMOUNT :   484,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    484,800.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,104.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 57.71400
    ----------------------------------------------------------------
0   0031805856     MORTGAGORS: KHOURI               ROGER
                               KHOURI               SUSANA
    REGION CODE    ADDRESS   : 478 BAY LANE
        01         CITY      :    KEY BISCAYNE
                   STATE/ZIP : FL  33149
    MORTGAGE AMOUNT : 1,299,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :  1,297,986.66  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     8,861.47  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   015
    LTV :                 59.04500
    ----------------------------------------------------------------
0   0031805864     MORTGAGORS: MOORE                FREDERICK
                               MOORE                JODY
    REGION CODE    ADDRESS   : 40 SANDPIPER
        01         CITY      :    IRVINE
                   STATE/ZIP : CA  92604
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,778.68  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,796.32  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,626,350.00
                               P & I AMT:     17,587.34
                               UPB AMT:   2,624,917.36

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          210
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031805872     MORTGAGORS: SCHOFFSTALL          ERIC
                               SCHOFFSTALL          CHRISTINE
    REGION CODE    ADDRESS   : 4902 BELLEVUE STREET
        01         CITY      :    SOQUEL
                   STATE/ZIP : CA  95073
    MORTGAGE AMOUNT :   266,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    266,500.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,818.00  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 64.06200
    ----------------------------------------------------------------
0   0031805914     MORTGAGORS: EISENBUD             ELLIOTT
                               EISENBUD             HELENE
    REGION CODE    ADDRESS   : 1921 ROCKWOOD DRIVE
        01         CITY      :    SACRAMENTO
                   STATE/ZIP : CA  95864
    MORTGAGE AMOUNT :   305,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    304,762.07  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,080.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 34.85700
    ----------------------------------------------------------------
0   0031805922     MORTGAGORS: KURTZ                R.
                               KURTZ                MICHELE
    REGION CODE    ADDRESS   : 25802 CALLE RICARDO
        01         CITY      :    SAN JUAN CAPISTRANO
                   STATE/ZIP : CA  92675
    MORTGAGE AMOUNT :   252,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,803.41  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,719.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 70.98500
    ----------------------------------------------------------------
0   0031805930     MORTGAGORS: HEFNER               MICHAEL
                               HEFNER               JULIE
    REGION CODE    ADDRESS   : 422 FULLERTON AVENUE
        01         CITY      :    NEWPORT BEACH
                   STATE/ZIP : CA  92663
    MORTGAGE AMOUNT :   293,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    292,765.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,974.00  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 65.11100
    ----------------------------------------------------------------
0   0031806029     MORTGAGORS: WELLBAUM             JAMES
                               WELLBAUM             DIANNE
    REGION CODE    ADDRESS   : 226 LARSSON STREET
        01         CITY      :    MANHATTAN BEACH
                   STATE/ZIP : CA  90266
    MORTGAGE AMOUNT :   500,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    499,579.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,284.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 72.99200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,616,500.00
                               P & I AMT:     10,876.36
                               UPB AMT:   1,615,411.11

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          211
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031806060     MORTGAGORS: NARDONI              DAVID
                               NARDONI COLVETT      ROBIN
    REGION CODE    ADDRESS   : 30 WEST LAUREL AVENUE
        01         CITY      :    SIERRA MADRE
                   STATE/ZIP : CA  91024
    MORTGAGE AMOUNT :   311,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    310,951.13  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,096.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031806169     MORTGAGORS: MARCONI              JAMES
                               MARCONI              TERESA
    REGION CODE    ADDRESS   : 716 CUESTA AVENUE
        01         CITY      :    SAN MATEO
                   STATE/ZIP : CA  94403
    MORTGAGE AMOUNT :   303,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    302,757.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,041.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 59.41100
    ----------------------------------------------------------------
0   0031806201     MORTGAGORS: CHONG                RONALD
                               OKAMURA              TERRI
    REGION CODE    ADDRESS   : 5571 HOBACK GLEN ROAD
        01         CITY      :    HIDDEN HILLS
                   STATE/ZIP : CA  91302
    MORTGAGE AMOUNT :   471,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    470,613.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,133.58  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 58.87500
    ----------------------------------------------------------------
0   0031806375     MORTGAGORS: HARPER               KATHLEEN

    REGION CODE    ADDRESS   : 12 MARSH STREET
        01         CITY      :    MILFORD
                   STATE/ZIP : CT  06460
    MORTGAGE AMOUNT :   247,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,500.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,667.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031806383     MORTGAGORS: JACOBS               ROBERT
                               JACOBS               PAMELA
    REGION CODE    ADDRESS   : 47 CHESTNUT STREET
        01         CITY      :    MILLBURN
                   STATE/ZIP : NJ  07041
    MORTGAGE AMOUNT :   248,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,811.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,712.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,580,700.00
                               P & I AMT:     10,651.89
                               UPB AMT:   1,579,634.04

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          212
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031806490     MORTGAGORS: WOODRING             CYNTHIA

    REGION CODE    ADDRESS   : 4165 ROCHESTER ROAD,
        01         CITY      :    SAN DIEGO,
                   STATE/ZIP : CA  92116
    MORTGAGE AMOUNT :   303,240.00  OPTION TO CONVERT :
    UNPAID BALANCE :    303,003.44  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,068.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031807225     MORTGAGORS: NOBLE                STEPHEN
                               NOBLE                MARION
    REGION CODE    ADDRESS   : 1054 BLUEBIRD AVENUE
        01         CITY      :    SANTA CLARA
                   STATE/ZIP : CA  95051
    MORTGAGE AMOUNT :   380,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    380,610.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,630.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 75.42500
    ----------------------------------------------------------------
0   0031807597     MORTGAGORS: GREEN                JOHN
                               BARON                JEAN
    REGION CODE    ADDRESS   : 240 SOUTHWOOD DRIVE
        01         CITY      :    SCOTTS VALLEY
                   STATE/ZIP : CA  95066
    MORTGAGE AMOUNT :   259,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    258,782.41  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,701.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 56.42700
    ----------------------------------------------------------------
0   0031807613     MORTGAGORS: KELLY                KEVIN
                               GIANZERO             GINA
    REGION CODE    ADDRESS   : 4751 EDGEWARE ROAD
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92116
    MORTGAGE AMOUNT :   276,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    275,979.13  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,860.81  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 69.05000
    ----------------------------------------------------------------
0   0031807795     MORTGAGORS: ANHALT               THOMAS
                               ANHALT               ANNA
    REGION CODE    ADDRESS   : 6286 COVINGTON WAY
        01         CITY      :    GOLETA
                   STATE/ZIP : CA  93117
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,618.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,726.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 71.42800
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,469,340.00
                               P & I AMT:      9,988.37
                               UPB AMT:   1,467,993.52

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          213
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031807829     MORTGAGORS: BORCICH              JEFFREY
                               BORCICH              CYNTHIA
    REGION CODE    ADDRESS   : 1104 13TH AVENUE
        01         CITY      :    SACRAMENTO
                   STATE/ZIP : CA  95822
    MORTGAGE AMOUNT :   261,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,796.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,780.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.65200
    ----------------------------------------------------------------
0   0031807878     MORTGAGORS: HARTIGAN             TIMOTHY
                               HARTIGAN             LORI
    REGION CODE    ADDRESS   : 2517 HARTZELL STREET,
        01         CITY      :    EVANSTON
                   STATE/ZIP : IL  60201
    MORTGAGE AMOUNT :   287,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,500.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,961.26  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 60.52631
    ----------------------------------------------------------------
0   0031808025     MORTGAGORS: LEIBSOHN             STUART

    REGION CODE    ADDRESS   : 22901 WRENCREST DRIVE
        01         CITY      :    CALABASAS
                   STATE/ZIP : CA  91302
    MORTGAGE AMOUNT :   340,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    339,728.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,290.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031808066     MORTGAGORS: BUDAY                ROBERT
                               FLYNN                CATHERINE
    REGION CODE    ADDRESS   : 60 WEST ELM STREET,
        01         CITY      :    HOPKINTON,
                   STATE/ZIP : MA  01748
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,731.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,102.18  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031808132     MORTGAGORS: SEIP                 D. ERIC
                               SEIP                 MICHAELE
    REGION CODE    ADDRESS   : 45 DARBY LANE
        01         CITY      :    BEDFORD
                   STATE/ZIP : NH  03110
    MORTGAGE AMOUNT :   294,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    293,759.01  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,955.99  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 73.50000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,502,500.00
                               P & I AMT:     10,090.56
                               UPB AMT:   1,501,514.66

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          214
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031808181     MORTGAGORS: POWELL               ANDREW
                               POWELL               VERONICA
    REGION CODE    ADDRESS   : 21525 CHICKACOAN TRAIL DRIVE
        01         CITY      :    ASHBURN
                   STATE/ZIP : VA  20148
    MORTGAGE AMOUNT :   248,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,896.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,650.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.99300
    ----------------------------------------------------------------
0   0031808207     MORTGAGORS: CARTER               DEREK
                               CARTER               LYNN
    REGION CODE    ADDRESS   : 1528 IDLEWOOD ROAD
        01         CITY      :    GLENDALE
                   STATE/ZIP : CA  91202
    MORTGAGE AMOUNT :   336,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    335,717.71  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,207.29  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031808256     MORTGAGORS: ATTRIDGE             ROBERT
                               ATTRIDGE             LOREEN
    REGION CODE    ADDRESS   : 8351 LAURA CIRCLE
        01         CITY      :    HUNTINGTON BEACH
                   STATE/ZIP : CA  92646
    MORTGAGE AMOUNT :   312,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    312,506.02  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,133.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031808637     MORTGAGORS: ROBBINS              RICHARD
                               ROBBINS              INBAR
    REGION CODE    ADDRESS   : 30 HIGHWOOD ROAD
        01         CITY      :    EAST NORWICH
                   STATE/ZIP : NY  11732
    MORTGAGE AMOUNT :   333,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    332,758.99  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,356.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031808660     MORTGAGORS: NANAHARA             HAJIME
                               NANAHARA             JUNKO
    REGION CODE    ADDRESS   : 55 RICHMOND DRIVE
        01         CITY      :    OLD GREENWICH
                   STATE/ZIP : CT  06870
    MORTGAGE AMOUNT :   315,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    314,754.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,148.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,544,850.00
                               P & I AMT:     10,497.23
                               UPB AMT:   1,543,633.62

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          215
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031808694     MORTGAGORS: MARQUETTE            JOSEPH
                               GIACOMO              CAROL
    REGION CODE    ADDRESS   : 5412 CENTER STREET
        01         CITY      :    CHEVY CHASE
                   STATE/ZIP : MD  20815
    MORTGAGE AMOUNT :   362,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    361,717.60  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,469.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.56000
    ----------------------------------------------------------------
0   0031808868     MORTGAGORS: LEE                  STEVEN
                               LEE                  RHONDA
    REGION CODE    ADDRESS   : 2846 IVY STREET
        01         CITY      :    RIVERSIDE
                   STATE/ZIP : CA  92506
    MORTGAGE AMOUNT :   255,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,995.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,719.33  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031808918     MORTGAGORS: WEBER                JAMES
                               WEBER                LYNN
    REGION CODE    ADDRESS   : 2574 JARDIN PLACE
        01         CITY      :    WESTON
                   STATE/ZIP : FL  33327
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,618.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,726.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 73.13577
    ----------------------------------------------------------------
0   0031809262     MORTGAGORS: JONES                LAURYN

    REGION CODE    ADDRESS   : 6 BELFORT
        01         CITY      :    NEWPORT COAST AREA
                   STATE/ZIP : CA  92657
    MORTGAGE AMOUNT :   363,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    362,472.87  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,569.29  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 77.23400
    ----------------------------------------------------------------
0   0031809478     MORTGAGORS: WALQUIST             BRIAN
                               WALQUIST             ANITA
    REGION CODE    ADDRESS   : 1429 EAST BEECHWOOD STREET,
        01         CITY      :    SANTA ANA,
                   STATE/ZIP : CA  92705
    MORTGAGE AMOUNT :   259,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,052.73  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,790.58  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 85.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,489,450.00
                               P & I AMT:     10,275.37
                               UPB AMT:   1,487,857.49

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          216
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031809551     MORTGAGORS: KESSEL               HARRY
                               KESSEL               JOAN
    REGION CODE    ADDRESS   : 4979 SHADOW GLEN COURT
        01         CITY      :    DUNWOODY
                   STATE/ZIP : GA  30338
    MORTGAGE AMOUNT :   252,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,029.34  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,740.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   06/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031809668     MORTGAGORS: MEYER                JEFFREY
                               MEYER                MARADITH
    REGION CODE    ADDRESS   : 43321 SUGARBUSH COURT
        01         CITY      :    LEESBURG
                   STATE/ZIP : VA  20176
    MORTGAGE AMOUNT :   335,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    335,151.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,345.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031809924     MORTGAGORS: SLOAN                EDWARD
                               SLOAN                LUCY
    REGION CODE    ADDRESS   : 1586 MORADA PLACE
        01         CITY      :    ALTADENA
                   STATE/ZIP : CA  91001
    MORTGAGE AMOUNT :   246,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    245,808.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,678.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 68.33300
    ----------------------------------------------------------------
0   0031809981     MORTGAGORS: CAPP                 ROBERT
                               CAPP                 RITA
    REGION CODE    ADDRESS   : 5721 SALMON COURT
        01         CITY      :    BYRON
                   STATE/ZIP : CA  94514
    MORTGAGE AMOUNT :   275,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    274,774.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,829.58  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 68.75000
    ----------------------------------------------------------------
0   0031810054     MORTGAGORS: HORWATH              ANTHONY
                               HORWATH              MARILYN
    REGION CODE    ADDRESS   : 12199 WOODFORD DRIVE
        01         CITY      :    MARRIOTTSVILLE
                   STATE/ZIP : MD  21104
    MORTGAGE AMOUNT :   470,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    469,633.35  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,206.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 78.33300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,578,400.00
                               P & I AMT:     10,799.64
                               UPB AMT:   1,576,396.46

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          217
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031810351     MORTGAGORS: SMITH                MICHAEL
                               BROOKS-SMITH         DIANE
    REGION CODE    ADDRESS   : 4550 DARROW COURT
        01         CITY      :    FREMONT
                   STATE/ZIP : CA  94536
    MORTGAGE AMOUNT :   262,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    262,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,721.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 56.58700
    ----------------------------------------------------------------
0   0031810435     MORTGAGORS: WILSON               JAMES

    REGION CODE    ADDRESS   : 4255 SHORECREST DRIVE
        01         CITY      :    DALLAS
                   STATE/ZIP : CA  75209
    MORTGAGE AMOUNT :   268,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,774.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,760.57  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031810468     MORTGAGORS: COATS                JOHN
                               COATS                TINA
    REGION CODE    ADDRESS   : 160 E. LOWELL AVENUE
        01         CITY      :    SIERRA MADRE
                   STATE/ZIP : CA  91024
    MORTGAGE AMOUNT :   344,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    343,710.99  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,259.84  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031810534     MORTGAGORS: QUATTROCCHI          VINCENT
                               SCHAAR               DAVID
    REGION CODE    ADDRESS   : 979 SUMMIT WAY
        01         CITY      :    LAGUNA BEACH
                   STATE/ZIP : CA  92651
    MORTGAGE AMOUNT :   330,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    329,729.50  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,195.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 62.85700
    ----------------------------------------------------------------
0   0031810583     MORTGAGORS: FADRILAN             ROBERTO
                               FADRILAN             TERESA
    REGION CODE    ADDRESS   : 836 PEARY LANE
        01         CITY      :    FOSTER CITY
                   STATE/ZIP : CA  94404
    MORTGAGE AMOUNT :   272,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    272,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,832.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,476,000.00
                               P & I AMT:      9,769.57
                               UPB AMT:   1,475,215.34

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          218
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031810609     MORTGAGORS: HESTON               THOMAS
                               HESTON               LYNNE
    REGION CODE    ADDRESS   : 2104 RIVINA DRIVE
        01         CITY      :    AUSTIN
                   STATE/ZIP : TX  78733
    MORTGAGE AMOUNT :   302,777.00  OPTION TO CONVERT :
    UNPAID BALANCE :    302,528.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,014.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.99900
    ----------------------------------------------------------------
0   0031810625     MORTGAGORS: LINDBERG             HELEN
                               KUNHARDT             THOMAS
    REGION CODE    ADDRESS   : 65 BIRCH AVENUE,
        01         CITY      :    CORTE MADERA,
                   STATE/ZIP : CA  94925
    MORTGAGE AMOUNT :   325,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    324,740.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,189.59  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 69.89200
    ----------------------------------------------------------------
0   0031810823     MORTGAGORS: NILARP               SONIA

    REGION CODE    ADDRESS   : 2135 BRIDGEPORT WAY
        01         CITY      :    TORRANCE
                   STATE/ZIP : CA  90503
    MORTGAGE AMOUNT :   335,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    334,513.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,371.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 73.62600
    ----------------------------------------------------------------
0   0031810955     MORTGAGORS: MERRITT              MICHAEL

    REGION CODE    ADDRESS   : 7731 QUIMBY AVENUE
        01         CITY      :    WEST HILLS AREA
                   STATE/ZIP : CA  91304
    MORTGAGE AMOUNT :   243,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    242,805.67  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,637.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.67200
    ----------------------------------------------------------------
0   0031811367     MORTGAGORS: ROBISON              LYNN
                               BENNETT              GAIL
    REGION CODE    ADDRESS   : 453 CANYON CREST DRIVE
        01         CITY      :    SIMI VALLEY
                   STATE/ZIP : CA  93065
    MORTGAGE AMOUNT :   297,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    296,873.93  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,052.00  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.99200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,502,877.00
                               P & I AMT:     10,264.23
                               UPB AMT:   1,501,462.05

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          219
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031811581     MORTGAGORS: CAMPA                JOSE
                               CAMPA                BERTHA
    REGION CODE    ADDRESS   : 3630 EAST HOLT AVENUE
        01         CITY      :    WEST COVINA
                   STATE/ZIP : CA  91791
    MORTGAGE AMOUNT :   555,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    554,567.05  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,786.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 69.37500
    ----------------------------------------------------------------
0   0031811656     MORTGAGORS: STOLL                PETER
                               STOLL                ROBIN
    REGION CODE    ADDRESS   : 6390 MARQUIS COURT
        01         CITY      :    OAK PARK
                   STATE/ZIP : CA  91301
    MORTGAGE AMOUNT :   560,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    560,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,678.80  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031811755     MORTGAGORS: MCKAY                DENNIS
                               MCKAY                PUANGMALAI
    REGION CODE    ADDRESS   : 12930 32ND STREET SE
        01         CITY      :    SNOHOMISH
                   STATE/ZIP : WA  98290
    MORTGAGE AMOUNT :   265,950.00  OPTION TO CONVERT :
    UNPAID BALANCE :    265,742.53  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,814.25  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 94.99900
    ----------------------------------------------------------------
0   0031811797     MORTGAGORS: TOPOR                JAMES
                               TOPOR                MEGAN
    REGION CODE    ADDRESS   : 11 HAMILTON STREET
        01         CITY      :    MADISON
                   STATE/ZIP : NJ  07940
    MORTGAGE AMOUNT :   265,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    265,600.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,811.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031811854     MORTGAGORS: SHOEMAKER            GEORGE
                               SHOEMAKER            ANNE
    REGION CODE    ADDRESS   : 439 NEW ZEALAND REACH
        01         CITY      :    CHESAPEAKE
                   STATE/ZIP : VA  23320
    MORTGAGE AMOUNT :   318,440.00  OPTION TO CONVERT :
    UNPAID BALANCE :    317,517.83  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,281.35  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 94.99093
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,964,990.00
                               P & I AMT:     13,372.34
                               UPB AMT:   1,963,427.41

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          220
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031811912     MORTGAGORS: SERKIN               WENDY

    REGION CODE    ADDRESS   : 52 THE NARROWS ROAD
        01         CITY      :    BEDFORD HILLS
                   STATE/ZIP : NY  10507
    MORTGAGE AMOUNT :   425,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    424,692.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,008.12  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 65.18400
    ----------------------------------------------------------------
0   0031811979     MORTGAGORS: BERNSTEIN            JEFFREY
                               BERNSTEIN            MARLEEN
    REGION CODE    ADDRESS   : 1765 COUNTRY CLUB DRIVE
        01         CITY      :    CHERRY HILL
                   STATE/ZIP : NJ  08003
    MORTGAGE AMOUNT :   332,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    331,753.61  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,321.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031812589     MORTGAGORS: CUI                  YAN
                               GONG                 GUDUAN
    REGION CODE    ADDRESS   : 8261 RINCONADA COURT
        01         CITY      :    NEWARK
                   STATE/ZIP : CA  94560
    MORTGAGE AMOUNT :   378,140.00  OPTION TO CONVERT :
    UNPAID BALANCE :    377,460.05  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,484.12  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 89.99900
    ----------------------------------------------------------------
0   0031812647     MORTGAGORS: HUDSON               MARK
                               HUDSON               PAMELA
    REGION CODE    ADDRESS   : 5677 SNOWDON PLACE
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95138
    MORTGAGE AMOUNT :   525,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    524,569.66  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,492.84  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 70.46900
    ----------------------------------------------------------------
0   0031812720     MORTGAGORS: QUALE                ALAN
                               QUALE                JOSEPHINE
    REGION CODE    ADDRESS   : 1231 MOUND STREET
        01         CITY      :    ALAMEDA
                   STATE/ZIP : CA  94501
    MORTGAGE AMOUNT :   242,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    242,056.28  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,632.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 85.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,902,390.00
                               P & I AMT:     12,938.55
                               UPB AMT:   1,900,532.00

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          221
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031812746     MORTGAGORS: MASCARI              BERNARD
                               MASCARI              KERRI
    REGION CODE    ADDRESS   : 22 AUGUSTA LANE,
        01         CITY      :    SANTA BARBARA,
                   STATE/ZIP : CA  93108
    MORTGAGE AMOUNT :   385,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    381,824.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,529.18  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 59.23000
    ----------------------------------------------------------------
0   0031812894     MORTGAGORS: PETRONIJEVIC         STEVEN
                               PETRONIJEVIC         CATHERINE
    REGION CODE    ADDRESS   : 6393 TUSTIN ROAD
        01         CITY      :    SALINAS
                   STATE/ZIP : CA  93907
    MORTGAGE AMOUNT :   420,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    419,672.35  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,865.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 73.68400
    ----------------------------------------------------------------
0   0031812928     MORTGAGORS: COLEMAN              MARTIN
                               COLEMAN              VICKI
    REGION CODE    ADDRESS   : 3530 SAW MILL ROAD
        01         CITY      :    NEWTON SQUARE
                   STATE/ZIP : PA  19073
    MORTGAGE AMOUNT :   275,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    274,785.48  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,875.98  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 66.74700
    ----------------------------------------------------------------
0   0031813017     MORTGAGORS: AGRAWAL              BAJARANG
                               AGRAWAL              SUMITRA
    REGION CODE    ADDRESS   : 6974 WEST QUAIL AVENUE
        01         CITY      :    GLENDALE
                   STATE/ZIP : AZ  85308
    MORTGAGE AMOUNT :   298,550.00  OPTION TO CONVERT :
    UNPAID BALANCE :    298,550.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,986.27  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.99900
    ----------------------------------------------------------------
0   0031813025     MORTGAGORS: VOET                 LEONARD
                               VOET                 BRENDA
    REGION CODE    ADDRESS   : 1305 LA SIERRA DRIVE
        01         CITY      :    SACRAMENTO
                   STATE/ZIP : CA  95864
    MORTGAGE AMOUNT :   241,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    241,306.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,627.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,620,050.00
                               P & I AMT:     10,883.61
                               UPB AMT:   1,616,139.49

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          222
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031813165     MORTGAGORS: MERRELL              STANLEY
                               MERRELL              LYNN
    REGION CODE    ADDRESS   : 5680 N A1A, UNIT 305,
        01         CITY      :    VERO BEACH,
                   STATE/ZIP : FL  32963
    MORTGAGE AMOUNT :   236,288.95  OPTION TO CONVERT :
    UNPAID BALANCE :    235,702.19  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,695.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   02/01/27
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 76.71700
    ----------------------------------------------------------------
0   0031813835     MORTGAGORS: HARVEY               RICHARD
                               HARVEY               JOYCE
    REGION CODE    ADDRESS   : 10452 POMPANO COURT
        01         CITY      :    CYPRESS
                   STATE/ZIP : CA  90630
    MORTGAGE AMOUNT :   288,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,581.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,038.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031813868     MORTGAGORS: BLANCHARD            BILLY
                               BLANCHARD            WANDA
    REGION CODE    ADDRESS   : 1665 CALLE ROCHELLE
        01         CITY      :    THOUSAND OAKS
                   STATE/ZIP : CA  91362
    MORTGAGE AMOUNT :   290,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    290,222.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,934.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.98800
    ----------------------------------------------------------------
0   0031813876     MORTGAGORS: JANSSON              DAVID
                               JANSSON              CHRISTINE
    REGION CODE    ADDRESS   : 2304 VAN DER GOES WAY
        01         CITY      :    MODESTO
                   STATE/ZIP : CA  95356
    MORTGAGE AMOUNT :   247,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,140.60  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,751.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031813900     MORTGAGORS: KIRK                 JEFFREY
                               KIRK                 ELIZABETH
    REGION CODE    ADDRESS   : 222 KENWOOD CT
        01         CITY      :    GROSSE POINTE FARMS
                   STATE/ZIP : MI  48236
    MORTGAGE AMOUNT :   258,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    258,524.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,832.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 63.61179
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,321,388.95
                               P & I AMT:      9,252.53
                               UPB AMT:   1,319,170.63

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          223
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031813942     MORTGAGORS: GLEASON              DANIEL
                               GLEASON              JOSEPHINE
    REGION CODE    ADDRESS   : 8 SUTTON ROAD
        01         CITY      :    NEEDHAM
                   STATE/ZIP : MA  02192
    MORTGAGE AMOUNT :   500,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    499,273.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,538.97  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 73.52900
    ----------------------------------------------------------------
0   0031813967     MORTGAGORS: MCSWEENEY            TIMOTHY
                               TERRILE              LYNNE
    REGION CODE    ADDRESS   : 42 HERRICK RD
        01         CITY      :    BOXFORD
                   STATE/ZIP : MA  01921
    MORTGAGE AMOUNT :   255,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,141.62  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,826.85  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 63.43200
    ----------------------------------------------------------------
0   0031814015     MORTGAGORS: JOHNSON              E.

    REGION CODE    ADDRESS   : 5 SOUTH PARKSIDE LANE
        01         CITY      :    SANDY
                   STATE/ZIP : UT  84092
    MORTGAGE AMOUNT :   263,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    262,827.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,885.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031814023     MORTGAGORS: DINESEN              SCOTT
                               DINESEN              CHRISTINE
    REGION CODE    ADDRESS   : 3335 BYRON DRIVE
        01         CITY      :    DOYLESTOWN
                   STATE/ZIP : PA  18901
    MORTGAGE AMOUNT :   420,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    419,664.13  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,829.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031814130     MORTGAGORS: WHITE                BECKY

    REGION CODE    ADDRESS   : 135 BAUMERT LANE
        01         CITY      :    BEN LOMOND
                   STATE/ZIP : CA  95005
    MORTGAGE AMOUNT :   276,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    275,784.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,882.81  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 72.63100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,714,200.00
                               P & I AMT:     11,963.85
                               UPB AMT:   1,711,691.62

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          224
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031814825     MORTGAGORS: KIM                  ILKWON
                               KIM                  MEE
    REGION CODE    ADDRESS   : 3206 145H PLACE SOUTH EAST
        01         CITY      :    MILL CREEK
                   STATE/ZIP : WA  98012
    MORTGAGE AMOUNT :   277,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,086.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,940.33  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.28500
    ----------------------------------------------------------------
0   0031815061     MORTGAGORS: SCHMIDT              ROBERT
                               SCHMIDT              JULIE
    REGION CODE    ADDRESS   : 4 GREENSPRING
        01         CITY      :    DOVE CANYON AREA
                   STATE/ZIP : CA  92679
    MORTGAGE AMOUNT :   258,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    257,785.53  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,716.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 67.89473
    ----------------------------------------------------------------
0   0031815079     MORTGAGORS: CESARINI             PETER
                               CESARINI             DESIREE
    REGION CODE    ADDRESS   : 3490 SAN MARINO CIRCLE
        01         CITY      :    COSTA MESA
                   STATE/ZIP : CA  92626
    MORTGAGE AMOUNT :   284,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    283,783.90  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,961.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 78.88888
    ----------------------------------------------------------------
0   0031815095     MORTGAGORS: LITTMAN              BARRY
                               LITTMAN              DEBORAH
    REGION CODE    ADDRESS   : 1924 LIVONIA AVENUE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90034
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,744.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,155.90  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 75.29400
    ----------------------------------------------------------------
0   0031815152     MORTGAGORS: PUJOL                ISIDRO
                               PUJOL                RAQUEL
    REGION CODE    ADDRESS   : 419 BARGELLO AVE
        01         CITY      :    CORAL GABLES
                   STATE/ZIP : FL  33146
    MORTGAGE AMOUNT :   252,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,803.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,719.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,391,500.00
                               P & I AMT:      9,493.31
                               UPB AMT:   1,390,203.76

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          225
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031815244     MORTGAGORS: CUETARA              JOAQUIN

    REGION CODE    ADDRESS   : 2447 VALLEJO STREET, UNIT #3
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94123
    MORTGAGE AMOUNT :   335,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    334,738.67  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,285.29  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 77.90600
    ----------------------------------------------------------------
0   0031815277     MORTGAGORS: ZAMISKA              GENE

    REGION CODE    ADDRESS   : 1667 ALAMEDA DE LAS PULGAS
        01         CITY      :    SAN CARLOS
                   STATE/ZIP : CA  94070
    MORTGAGE AMOUNT :   391,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    391,178.75  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,604.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.91426
    ----------------------------------------------------------------
0   0031815285     MORTGAGORS: FRESHWATER           SCOTT
                               FRESHWATER           VALERIE
    REGION CODE    ADDRESS   : 3134 COLBY AVENUE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90066
    MORTGAGE AMOUNT :   360,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    359,697.56  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,364.94  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 77.41900
    ----------------------------------------------------------------
0   0031815368     MORTGAGORS: SAN FELIPE           KEITH
                               SAN FELIPE           LINDA
    REGION CODE    ADDRESS   : 1321 VERNON TERRACE
        01         CITY      :    SAN MATEO
                   STATE/ZIP : CA  94402
    MORTGAGE AMOUNT :   425,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    424,642.95  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,791.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 68.00000
    ----------------------------------------------------------------
0   0031815459     MORTGAGORS: SMITH                DIANE
                               SMITH                MICHAEL
    REGION CODE    ADDRESS   : 18710 KENYA STREET
        01         CITY      :    NORTHRIDGE
                   STATE/ZIP : CA  91326
    MORTGAGE AMOUNT :   264,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    263,799.11  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,823.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,775,500.00
                               P & I AMT:     11,870.23
                               UPB AMT:   1,774,057.04

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          226
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031815558     MORTGAGORS: EUGENE               MICHAEL
                               EUGENE               ROSE
    REGION CODE    ADDRESS   : 9530 OWL TRACE DRIVE
        01         CITY      :    CHESTERFIELD
                   STATE/ZIP : VA  23838
    MORTGAGE AMOUNT :   295,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    294,269.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,062.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 82.98100
    ----------------------------------------------------------------
0   0031815574     MORTGAGORS: YOUNG                KATHERINE

    REGION CODE    ADDRESS   : 534 DAROCO AVE
        01         CITY      :    CORAL GABLES
                   STATE/ZIP : FL  33146
    MORTGAGE AMOUNT :   247,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    246,945.50  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,730.56  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031815673     MORTGAGORS: NOLAN                SEAN
                               NOLAN                LARA
    REGION CODE    ADDRESS   : 2824 140TH AVENUE NORTHEAST
        01         CITY      :    BELLEVUE
                   STATE/ZIP : WA  98005
    MORTGAGE AMOUNT :   614,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    610,779.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,351.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031815749     MORTGAGORS: RAMSEY               JIM

    REGION CODE    ADDRESS   : 2795 EAST COMANCHE DRIVE
        01         CITY      :    SALT LAKE CITY
                   STATE/ZIP : UT  84108
    MORTGAGE AMOUNT :   264,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    263,597.01  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,823.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031816127     MORTGAGORS: NAGPAL               RAJAN
                               NAGPAL               SANDEEP
    REGION CODE    ADDRESS   : 10801 JENNIFER MARIE PLACE
        01         CITY      :    FAIRFAX STATION
                   STATE/ZIP : VA  22039
    MORTGAGE AMOUNT :   456,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    455,250.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,033.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,877,300.00
                               P & I AMT:     13,001.93
                               UPB AMT:   1,870,841.57

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          227
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031816374     MORTGAGORS: MARSHALL             BRAD
                               MARSHALL             ROBIN
    REGION CODE    ADDRESS   : 8343 ARGENT DRIVE
        01         CITY      :    FAIRFAX STATION
                   STATE/ZIP : VA  22039
    MORTGAGE AMOUNT :   283,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    282,578.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,978.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 78.61100
    ----------------------------------------------------------------
0   0031816473     MORTGAGORS: HILL                 BRIAN
                               HILL                 LEILA
    REGION CODE    ADDRESS   : 40 ATLANTIC AVENUE
        01         CITY      :    COHASSET
                   STATE/ZIP : MA  02025
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,344.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,123.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 42.85700
    ----------------------------------------------------------------
0   0031816549     MORTGAGORS: LEUTKEMEYER          JULIA

    REGION CODE    ADDRESS   : 2050 VINE STREET
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90068
    MORTGAGE AMOUNT :   354,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    354,509.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,360.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031816655     MORTGAGORS: BERGER               JAN
                               BALLARD              CONNIE
    REGION CODE    ADDRESS   : 22 EDGEWATER COURT
        01         CITY      :    SAN RAFAEL
                   STATE/ZIP : CA  94903
    MORTGAGE AMOUNT :   327,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    326,757.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,286.43  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 76.94100
    ----------------------------------------------------------------
0   0031816879     MORTGAGORS: SETTLES              DAVID
                               SETTLES              CLEOPATRA
    REGION CODE    ADDRESS   : 11694 CYPRESS CANYON ROAD
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92131
    MORTGAGE AMOUNT :   294,150.00  OPTION TO CONVERT :
    UNPAID BALANCE :    293,465.19  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,956.99  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.99700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,558,950.00
                               P & I AMT:     10,706.09
                               UPB AMT:   1,556,654.74

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          228
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031816937     MORTGAGORS: LYNCH                THEODORE
                               LYNCH                LINNEA
    REGION CODE    ADDRESS   : 10507 CLIPPER DRIVE
        01         CITY      :    FAIRFAX
                   STATE/ZIP : VA  22039
    MORTGAGE AMOUNT :   295,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    294,521.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,117.00  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 74.81000
    ----------------------------------------------------------------
0   0031816960     MORTGAGORS: ABRAMS               MARC
                               ABRAMS               LISA
    REGION CODE    ADDRESS   : 9707 CARMEL COURT
        01         CITY      :    BETHESDA
                   STATE/ZIP : MD  20817
    MORTGAGE AMOUNT :   490,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    489,233.21  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,342.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 57.64700
    ----------------------------------------------------------------
0   0031817117     MORTGAGORS: RAJA                 HASHIM

    REGION CODE    ADDRESS   : 5732 REDWOOD LANE
        01         CITY      :    DALLAS
                   STATE/ZIP : TX  75209
    MORTGAGE AMOUNT :   352,950.00  OPTION TO CONVERT :
    UNPAID BALANCE :    352,660.68  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,348.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.99700
    ----------------------------------------------------------------
0   0031817273     MORTGAGORS: DENIHAM              DAVID
                               DENIHAN              EVELYN
    REGION CODE    ADDRESS   : 1863 SUMMERTIME AVENUE
        01         CITY      :    SIMI VALLEY
                   STATE/ZIP : CA  93065
    MORTGAGE AMOUNT :   263,350.00  OPTION TO CONVERT :
    UNPAID BALANCE :    263,139.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,774.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 84.99500
    ----------------------------------------------------------------
0   0031817380     MORTGAGORS: BITHELL              PAUL

    REGION CODE    ADDRESS   : 856 EAST FOX MEADOW DRIVE
        01         CITY      :    DRAPER
                   STATE/ZIP : UT  84020
    MORTGAGE AMOUNT :   257,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    257,399.04  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,757.29  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 70.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,659,400.00
                               P & I AMT:     11,339.38
                               UPB AMT:   1,656,954.31

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          229
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031817414     MORTGAGORS: O'CONNER             CAROL

    REGION CODE    ADDRESS   : 4744 BRYCE CIRCLE,
        01         CITY      :    CARLSBAD,
                   STATE/ZIP : CA  92008
    MORTGAGE AMOUNT :   284,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    283,761.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,865.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031817422     MORTGAGORS: GARRISON             DONALD
                               GARRISON             PATRICIA
    REGION CODE    ADDRESS   : 50 GALE ROAD
        01         CITY      :    HAMPTON
                   STATE/ZIP : NH  03842
    MORTGAGE AMOUNT :   394,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    393,900.04  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,722.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031817471     MORTGAGORS: KANG                 MIN
                               KIM                  YOUNG
    REGION CODE    ADDRESS   : 517 AMHERST DRIVE
        01         CITY      :    BURBANK
                   STATE/ZIP : CA  91504
    MORTGAGE AMOUNT :   286,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    285,982.23  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,976.71  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031818040     MORTGAGORS: HAYES                JON
                               HAYES                ELIZABETH
    REGION CODE    ADDRESS   : 205 WOOD SPRING ROAD
        01         CITY      :    GWYNEDD VALLEY
                   STATE/ZIP : PA  19437
    MORTGAGE AMOUNT :   406,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    406,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,566.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.50000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031818057     MORTGAGORS: CASTILLO             HERBERT
                               CASTILLO             CHRISTINE
    REGION CODE    ADDRESS   : 7836 APPLE BLOSSOM LANE
        01         CITY      :    SEBASTOPOL
                   STATE/ZIP : CA  95472
    MORTGAGE AMOUNT :   285,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    285,377.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,948.30  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,656,000.00
                               P & I AMT:     11,079.54
                               UPB AMT:   1,655,020.87

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          230
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031818198     MORTGAGORS: SZOL                 EDMUND
                               SZOL                 KAREN
    REGION CODE    ADDRESS   : 4206 EAST LAKE SAMMAMISH PKWY SE
        01         CITY      :    ISSAQUAH
                   STATE/ZIP : WA  98029
    MORTGAGE AMOUNT :   568,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    567,931.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,928.56  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 77.70491
    ----------------------------------------------------------------
0   0031818297     MORTGAGORS: RAY                  SUPRIYA
                               RAY                  KRISHNA
    REGION CODE    ADDRESS   : 943 BAY TREE ROAD
        01         CITY      :    LA CANADA FLINTRIDGE
                   STATE/ZIP : CA  91011
    MORTGAGE AMOUNT :   330,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    329,943.75  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,395.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 62.93300
    ----------------------------------------------------------------
0   0031818370     MORTGAGORS: RAIKES               ALICE

    REGION CODE    ADDRESS   : 326 WEST BLITHEDALE AVENUE
        01         CITY      :    MILL VALLEY
                   STATE/ZIP : CA  94941
    MORTGAGE AMOUNT :   295,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    294,781.07  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,062.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 54.32700
    ----------------------------------------------------------------
0   0031818537     MORTGAGORS: MULLER               TODD
                               MULLER               JODI
    REGION CODE    ADDRESS   : 6646 SCHURTZ STREET
        01         CITY      :    ALEXANDRIA
                   STATE/ZIP : VA  22310
    MORTGAGE AMOUNT :   252,350.00  OPTION TO CONVERT :
    UNPAID BALANCE :    252,143.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,678.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.98600
    ----------------------------------------------------------------
0   0031818727     MORTGAGORS: GIH                  STEPHEN
                               GIH                  MAURA
    REGION CODE    ADDRESS   : 523 SYCAMORE AVENUE
        01         CITY      :    FULLERTON
                   STATE/ZIP : CA  92831
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,781.57  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,910.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,726,550.00
                               P & I AMT:     11,975.86
                               UPB AMT:   1,724,581.26

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          231
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031818735     MORTGAGORS: MUTHUKRISHNAN        CHELLAPPA
                               MUTHUKRISHNAN        SUNDARI
    REGION CODE    ADDRESS   : 19701 BUCKEYE MEADOW LANE
        01         CITY      :    NORTHRIDGE
                   STATE/ZIP : CA  91328
    MORTGAGE AMOUNT :   296,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    295,530.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,995.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031818743     MORTGAGORS: ABRAMS               ALAN
                               ABRAMS               NICOLETTE
    REGION CODE    ADDRESS   : 357 EAST ELDORADO LANE
        01         CITY      :    LAS VEGAS
                   STATE/ZIP : NV  89123
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    399,680.13  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,694.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 69.56500
    ----------------------------------------------------------------
0   0031818784     MORTGAGORS: VALESANO             MARK
                               VALESANO             MARY
    REGION CODE    ADDRESS   : 21 BEACH FLINT WAY
        01         CITY      :    VICTOR
                   STATE/ZIP : NY  14564
    MORTGAGE AMOUNT :   296,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    295,732.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,870.93  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031818792     MORTGAGORS: WOLTERSTORFF         TIM
                               WOLTERSTORFF         ROBYN
    REGION CODE    ADDRESS   : ANCHOR POINT RD
        01         CITY      :    CROSSLAKE
                   STATE/ZIP : MN  56442
    MORTGAGE AMOUNT :   318,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    318,001.73  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,171.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031818834     MORTGAGORS: PARK                 WILLIAM
                               PARK                 BARBARA
    REGION CODE    ADDRESS   : 1400 SUNRISE DRIVE
        01         CITY      :    GILROY
                   STATE/ZIP : CA  95020
    MORTGAGE AMOUNT :   271,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    270,798.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,894.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 75.27700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,581,500.00
                               P & I AMT:     10,627.59
                               UPB AMT:   1,579,744.06

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          232
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031818859     MORTGAGORS: TILLMAN              VANCE
                               TILLMAN              KRISTIN
    REGION CODE    ADDRESS   : 3311 TANGLEY ST.
        01         CITY      :    HOUSTON
                   STATE/ZIP : TX  77005
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,582.93  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,751.67  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.32900
    ----------------------------------------------------------------
0   0031819048     MORTGAGORS: SHONKOFF             ROBERT
                               SHONKOFF             MICHELLE
    REGION CODE    ADDRESS   : 198 MONTE CARLO WAY,
        01         CITY      :    DANVILLE,
                   STATE/ZIP : CA  94506
    MORTGAGE AMOUNT :   336,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    335,756.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,378.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 79.62085
    ----------------------------------------------------------------
0   0031819063     MORTGAGORS: FISHMAN              BENJAMAN

    REGION CODE    ADDRESS   : 141 WESTWOOD DRIVE
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94112
    MORTGAGE AMOUNT :   304,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    303,750.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,022.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031819121     MORTGAGORS: SABRI                MOHAMMAD
                               SABRI                AMBER
    REGION CODE    ADDRESS   : 561 LOS PALMOS DRIVE
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94127
    MORTGAGE AMOUNT :   330,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    329,748.90  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,279.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031819188     MORTGAGORS: NG                   PETER
                               NG                   MABEL
    REGION CODE    ADDRESS   : 7598 SHADOWHILL LANE
        01         CITY      :    CUPERTINO
                   STATE/ZIP : CA  95014
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    399,695.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,762.70  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 70.79600
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,630,000.00
                               P & I AMT:     11,194.31
                               UPB AMT:   1,628,535.08

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          233
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031819394     MORTGAGORS: TUFTS                SIDNEY
                               TUFTS                LYNNE
    REGION CODE    ADDRESS   : 7345 MELODIA TERRACE
        01         CITY      :    CARLSBAD
                   STATE/ZIP : CA  92009
    MORTGAGE AMOUNT :   627,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    627,010.49  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,280.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 69.72222
    ----------------------------------------------------------------
0   0031819451     MORTGAGORS: KREAMER              THOMAS
                               KREAMER              SUSAN
    REGION CODE    ADDRESS   : 313 KEENE FARM LANE,
        01         CITY      :    STEVENSVILLE,
                   STATE/ZIP : MD  21666
    MORTGAGE AMOUNT :   480,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    479,606.55  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,193.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031820020     MORTGAGORS: BONGIOLATTI          LEE
                               BONGIOLATTI          CATHERINE
    REGION CODE    ADDRESS   : 446 LOCUST POINT RD
        01         CITY      :    RUMSON,
                   STATE/ZIP : NJ  07760
    MORTGAGE AMOUNT :   439,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    439,500.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,998.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 65.11111
    ----------------------------------------------------------------
0   0031820046     MORTGAGORS: BORN                 MATTHEW
                               BORN                 JENNIFER
    REGION CODE    ADDRESS   : 3 SPRUCE STREET #3
        01         CITY      :    BOSTON
                   STATE/ZIP : MA  02108
    MORTGAGE AMOUNT :   319,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,200.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,177.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031820251     MORTGAGORS: POLLACK              STEVEN
                               POLLACK              LORETTA
    REGION CODE    ADDRESS   : 3807 EAST SUMMITRIDGE LANE
        01         CITY      :    ORANGE
                   STATE/ZIP : CA  92867
    MORTGAGE AMOUNT :   297,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    296,768.31  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,026.07  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 66.74100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,163,200.00
                               P & I AMT:     14,675.86
                               UPB AMT:   2,162,085.35

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          234
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031820343     MORTGAGORS: HOLSCHER             MATTHEW

    REGION CODE    ADDRESS   : 21 HOMESTEAD BOULEVARD
        01         CITY      :    MILL VALLEY
                   STATE/ZIP : CA  94941
    MORTGAGE AMOUNT :   500,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    499,579.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,284.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 75.75700
    ----------------------------------------------------------------
0   0031820475     MORTGAGORS: YEHIA                TAMARA
                               YEHIA                HASHIM
    REGION CODE    ADDRESS   : 5070 BOATHOUSE DRIVE
        01         CITY      :    ORLANDO
                   STATE/ZIP : FL  32812
    MORTGAGE AMOUNT :   253,350.00  OPTION TO CONVERT :
    UNPAID BALANCE :    253,152.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,728.29  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 89.98500
    ----------------------------------------------------------------
0   0031820517     MORTGAGORS: SERDAHL              CHRISTIAN
                               TENDERO              CLARISSA
    REGION CODE    ADDRESS   : 44688 COUNTRY CLUB DRIVE
        01         CITY      :    EL MACERO
                   STATE/ZIP : CA  95618
    MORTGAGE AMOUNT :   358,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    357,720.73  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,442.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 71.60000
    ----------------------------------------------------------------
0   0031820772     MORTGAGORS: MCCLATCHEY           B DAVID

    REGION CODE    ADDRESS   : 1740 RIVER BLUFF CT
        01         CITY      :    COLUMBIA
                   STATE/ZIP : MO  65203
    MORTGAGE AMOUNT :   308,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    307,747.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,049.13  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031820848     MORTGAGORS: WIVELL               WAYNE
                               DALTON               KATHLEEN
    REGION CODE    ADDRESS   : 11 CHANDLER CIRCLE
        01         CITY      :    ANDOVER
                   STATE/ZIP : MA  01810
    MORTGAGE AMOUNT :   268,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    268,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,828.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,687,350.00
                               P & I AMT:     11,332.49
                               UPB AMT:   1,686,200.58

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          235
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031821002     MORTGAGORS: SCHELLENBERG         THOMAS
                               PEECHER              CANDACE
    REGION CODE    ADDRESS   : 934 SOUTH LEHIGH DRIVE
        01         CITY      :    ANAHEIM
                   STATE/ZIP : CA  92807
    MORTGAGE AMOUNT :   248,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    248,546.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,654.94  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 75.37878
    ----------------------------------------------------------------
0   0031821051     MORTGAGORS: DINH                 LY
                               DINH                 NHUNG
    REGION CODE    ADDRESS   : 36090 SILVERADO PLACE
        01         CITY      :    NEWARK
                   STATE/ZIP : CA  94560
    MORTGAGE AMOUNT :   409,488.00  OPTION TO CONVERT :
    UNPAID BALANCE :    409,152.34  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,724.34  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031821101     MORTGAGORS: HALLEY               EDWARD
                               HALLEY               ELIZABETH
    REGION CODE    ADDRESS   : 1723 CATTAIL MEADOWS DRIVE
        01         CITY      :    WOODBINE
                   STATE/ZIP : MD  21797
    MORTGAGE AMOUNT :   254,760.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,545.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,673.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031821135     MORTGAGORS: ZEISS                GREG
                               ZEISS                MICHELLE
    REGION CODE    ADDRESS   : 9337 SWAN LAKE DRIVE
        01         CITY      :    GRANITE BAY
                   STATE/ZIP : CA  95746
    MORTGAGE AMOUNT :   259,486.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,288.55  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,792.21  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.99900
    ----------------------------------------------------------------
0   0031821200     MORTGAGORS: EICKHOFF             DENNIS
                               EICKHOFF             JANICE
    REGION CODE    ADDRESS   : 18798 OLMEDA PLACE
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92128
    MORTGAGE AMOUNT :   586,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    585,554.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,047.36  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 60.10200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,758,484.00
                               P & I AMT:     11,892.45
                               UPB AMT:   1,757,087.05

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          236
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031822232     MORTGAGORS: GRANNICK             HOWARD
                               GRANNICK             DEBRA
    REGION CODE    ADDRESS   : 4914 PEARLMAN WAY
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92130
    MORTGAGE AMOUNT :   485,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    485,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,226.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 61.62900
    ----------------------------------------------------------------
0   0031822547     MORTGAGORS: MORIANA              CHRISTOPHER

    REGION CODE    ADDRESS   : 3704 EDDINGHAM AVENUE
        01         CITY      :    CALABASAS
                   STATE/ZIP : CA  91302
    MORTGAGE AMOUNT :   293,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    292,753.84  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,924.81  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 68.29800
    ----------------------------------------------------------------
0   0031822570     MORTGAGORS: BHATIA               SUDHIR
                               BHATIA               SHARMILA
    REGION CODE    ADDRESS   : 137 LAS LOMAS WAY,
        01         CITY      :    WALNUT CREEK,
                   STATE/ZIP : CA  94598
    MORTGAGE AMOUNT :   292,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    292,471.67  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,996.73  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.05100
    ----------------------------------------------------------------
0   0031822935     MORTGAGORS: WEST                 JERRE
                               WEST                 MARY
    REGION CODE    ADDRESS   : 3324 DIABLO WAY
        01         CITY      :    CASTLE ROCK
                   STATE/ZIP : CO  80104
    MORTGAGE AMOUNT :   363,672.00  OPTION TO CONVERT :
    UNPAID BALANCE :    363,388.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,480.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031822976     MORTGAGORS: ZOELLNER             JERRY
                               ZOELLNER             ALLYSON
    REGION CODE    ADDRESS   : 16915 EAST COSTILLA AVENUE
        01         CITY      :    AURORA
                   STATE/ZIP : CO  80016
    MORTGAGE AMOUNT :   303,325.00  OPTION TO CONVERT :
    UNPAID BALANCE :    303,076.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,018.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 77.97557
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,737,697.00
                               P & I AMT:     11,647.18
                               UPB AMT:   1,736,690.17

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          237
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031823131     MORTGAGORS: THOMAS               RICHARD

    REGION CODE    ADDRESS   : 4963 LOS FELIZ BOULEVARD
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90027
    MORTGAGE AMOUNT :   622,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    622,014.39  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,246.55  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031823222     MORTGAGORS: LYNCH                MICHAEL
                               CRAWFORD             CYNTHIA
    REGION CODE    ADDRESS   : 611 ST. MULBERRY COURT
        01         CITY      :    ANNAPOLIS
                   STATE/ZIP : MD  21401
    MORTGAGE AMOUNT :   299,592.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,352.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,018.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.99700
    ----------------------------------------------------------------
0   0031823396     MORTGAGORS: STROM                GERALD
                               STROM                MARCIA
    REGION CODE    ADDRESS   : 2170 VINEYARD ROAD
        01         CITY      :    NOVATO
                   STATE/ZIP : CA  94947
    MORTGAGE AMOUNT :   425,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    424,668.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,899.25  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 61.59400
    ----------------------------------------------------------------
0   0031823412     MORTGAGORS: KLEIN                HENRY

    REGION CODE    ADDRESS   : 483-485 15TH AVENUE
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94118
    MORTGAGE AMOUNT :   500,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    499,609.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,410.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 68.96551
    ----------------------------------------------------------------
0   0031823446     MORTGAGORS: D'AQUILA             DANIEL
                               BARRY                JOAN
    REGION CODE    ADDRESS   : 4 HISTORICAL WAY
        01         CITY      :    CANTON
                   STATE/ZIP : MA  02021
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,804.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,705.44  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 92.59259
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,097,092.00
                               P & I AMT:     14,280.53
                               UPB AMT:   2,095,450.21

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          238
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031823594     MORTGAGORS: ALTMAN               HARVEY
                               ALTMAN               BARBARA
    REGION CODE    ADDRESS   : 1721 ORANGE BLOSSOM WAY
        01         CITY      :    ENCINITAS
                   STATE/ZIP : CA  92024
    MORTGAGE AMOUNT :   297,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    296,774.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,051.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 88.39200
    ----------------------------------------------------------------
0   0031824071     MORTGAGORS: GOULD                ALAN

    REGION CODE    ADDRESS   : 2621 SAMARKAND DRIVE
        01         CITY      :    SANTA BARBARA
                   STATE/ZIP : CA  93105
    MORTGAGE AMOUNT :   319,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,356.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,207.40  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031824097     MORTGAGORS: WHITE                PAMELA

    REGION CODE    ADDRESS   : 710 COMET DRIVE
        01         CITY      :    FOSTER CITY
                   STATE/ZIP : CA  94404
    MORTGAGE AMOUNT :   258,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    257,798.74  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,760.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 77.36132
    ----------------------------------------------------------------
0   0031824469     MORTGAGORS: LOWERY               JAMES
                               LOWERY               DENISE
    REGION CODE    ADDRESS   : 5109 LAKE CREST CIRCLE,
        01         CITY      :    BIRMINGHAM,
                   STATE/ZIP : AL  35226
    MORTGAGE AMOUNT :   287,350.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,120.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,935.94  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 94.99100
    ----------------------------------------------------------------
0   0031824824     MORTGAGORS: TRASK                SHAWN
                               TRASK                KRISTINE
    REGION CODE    ADDRESS   : 1356 MEADOW COURT
        01         CITY      :    LIVERMORE
                   STATE/ZIP : CA  94550
    MORTGAGE AMOUNT :   248,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    248,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,691.80  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,409,950.00
                               P & I AMT:      9,646.46
                               UPB AMT:   1,409,049.75

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          239
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031825110     MORTGAGORS: FASO                 MATTHEW
                               CONTEY               MICHELLE
    REGION CODE    ADDRESS   : 92 COVENTRY COURT
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94127
    MORTGAGE AMOUNT :   276,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    275,784.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,882.81  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031825136     MORTGAGORS: MISSIMER             DALE
                               MISSIMER             MARY
    REGION CODE    ADDRESS   : 5 JOELLE HEIGHTS,
        01         CITY      :    PETALUMA
                   STATE/ZIP : CA  94952
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,777.35  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,097.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031825433     MORTGAGORS: ANDERSON             JAMES
                               ANDERSON             SHELLY
    REGION CODE    ADDRESS   : 10242 PINECASTLE STREET
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92131
    MORTGAGE AMOUNT :   242,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    242,424.41  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,717.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 61.41700
    ----------------------------------------------------------------
0   0031825599     MORTGAGORS: HERMANRUD            BENGT
                               BENNETT              BRENDA
    REGION CODE    ADDRESS   : 11 PHEASANT
        01         CITY      :    TOPSFIELD
                   STATE/ZIP : MA  01983
    MORTGAGE AMOUNT :   386,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    385,453.38  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,765.35  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 79.75200
    ----------------------------------------------------------------
0   0031825839     MORTGAGORS: MURASE               ICHIRO
                               HIBINO               JUNE
    REGION CODE    ADDRESS   : 10674 DRAKEWOOD AVENUE
        01         CITY      :    CULVER CITY
                   STATE/ZIP : CA  90230
    MORTGAGE AMOUNT :   256,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,795.28  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,724.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 72.11200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,460,600.00
                               P & I AMT:     10,187.64
                               UPB AMT:   1,459,235.11

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          240
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031825870     MORTGAGORS: WILKEN               DENNIS
                               WILKEN               RONDA
    REGION CODE    ADDRESS   : 2468 CANYONWOOD DRIVE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  91307
    MORTGAGE AMOUNT :   340,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    339,714.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,233.56  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031826126     MORTGAGORS: HENSON               EDIZON
                               HENSON               ELISA
    REGION CODE    ADDRESS   : 9959 HUBER LANE
        01         CITY      :    NILES
                   STATE/ZIP : IL  60714
    MORTGAGE AMOUNT :   247,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,727.06  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031826191     MORTGAGORS: FLEMING              TODD
                               FLEMING              SHARI
    REGION CODE    ADDRESS   : 4529 EASTWOOD ROAD
        01         CITY      :    MINNETONKA
                   STATE/ZIP : MN  55345
    MORTGAGE AMOUNT :   619,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    617,982.24  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,118.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 78.35400
    ----------------------------------------------------------------
0   0031826209     MORTGAGORS: DAVIS                MARK
                               DAVIS                SANDRA
    REGION CODE    ADDRESS   : 31 BELCREST,
        01         CITY      :    LAGUNA NIGUEL,
                   STATE/ZIP : CA  92677
    MORTGAGE AMOUNT :   482,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    481,623.99  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,288.09  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 68.36800
    ----------------------------------------------------------------
0   0031826225     MORTGAGORS: CHRISTENSEN          THOR
                               CHRISTENSEN          PATRICIA
    REGION CODE    ADDRESS   : 2320 LAKE PLACE
        01         CITY      :    MINNEAPOLIS
                   STATE/ZIP : MN  55409
    MORTGAGE AMOUNT :   296,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    296,457.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,075.97  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 89.99600
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,984,900.00
                               P & I AMT:     13,442.91
                               UPB AMT:   1,982,778.53

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          241
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031826233     MORTGAGORS: CASHMAN              KEVIN
                               BOWMAN-CASHMAN       JILL
    REGION CODE    ADDRESS   : 7755 COUNTY RD 15
        01         CITY      :    MINNETRISTA
                   STATE/ZIP : MN  55347
    MORTGAGE AMOUNT :   245,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,597.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,630.00  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 73.79500
    ----------------------------------------------------------------
0   0031826241     MORTGAGORS: BROWN                JAMES
                               BROWN                SUZANN
    REGION CODE    ADDRESS   : 2390 OVERLOOK COURT
        01         CITY      :    STILLWATER
                   STATE/ZIP : MN  55082
    MORTGAGE AMOUNT :   355,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    355,308.51  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,365.82  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.91000
    ----------------------------------------------------------------
0   0031826274     MORTGAGORS: STAFF                MICHAEL
                               STAFF                DANNA
    REGION CODE    ADDRESS   : 12 OAK STREET
        01         CITY      :    GRAYSLAKE
                   STATE/ZIP : IL  60030
    MORTGAGE AMOUNT :   332,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    332,500.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,268.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031826373     MORTGAGORS: JENSEN               H
                               JENSEN               LORRAINE
    REGION CODE    ADDRESS   : 495 NORTH ANGEL STREET
        01         CITY      :    KAYSVILLE
                   STATE/ZIP : UT  84037
    MORTGAGE AMOUNT :   287,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,264.34  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,912.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 76.15800
    ----------------------------------------------------------------
0   0031826563     MORTGAGORS: MILFORD              MATTHEW

    REGION CODE    ADDRESS   : 7404 NICOLE CIRCLE
        01         CITY      :    CHARLOTTE
                   STATE/ZIP : NC  28277
    MORTGAGE AMOUNT :   261,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    261,490.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,763.12  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 94.99000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,482,300.00
                               P & I AMT:      9,939.92
                               UPB AMT:   1,481,160.74

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          242
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031826597     MORTGAGORS: DE MARIA             NICHOLAS
                               DE MARIA             KATHLEEN
    REGION CODE    ADDRESS   : 12 STOWE DR.
        01         CITY      :    SHAMONGTWP
                   STATE/ZIP : NJ  08088
    MORTGAGE AMOUNT :   562,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    561,527.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,691.94  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 74.93300
    ----------------------------------------------------------------
0   0031826779     MORTGAGORS: METZ                 GREGORY
                               MADDOX-KERNEY        JANET
    REGION CODE    ADDRESS   : 231 FOREST AVENUE
        01         CITY      :    SANTA CRUZ
                   STATE/ZIP : CA  95062
    MORTGAGE AMOUNT :   281,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    280,969.50  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,870.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031826829     MORTGAGORS: HILL                 WILLIAM
                               HILL                 ELIZABETH
    REGION CODE    ADDRESS   : 19166 DORAL PLACE
        01         CITY      :    NORTHRIDGE AREA
                   STATE/ZIP : CA  91326
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,789.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,642.33  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 71.42857
    ----------------------------------------------------------------
0   0031827116     MORTGAGORS: WELSH                LEALAND
                               WELSH                JOYCE
    REGION CODE    ADDRESS   : 25 LEALAND PECK DRIVE
        01         CITY      :    WRENTHAM
                   STATE/ZIP : MA  02093
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    250,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,707.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   11/01/23
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 78.36900
    ----------------------------------------------------------------
0   0031827199     MORTGAGORS: WALKER               JOHN
                               WALKER               JENNIFER
    REGION CODE    ADDRESS   : 11684 CYPRESS CANYON ROAD
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92131
    MORTGAGE AMOUNT :   279,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    278,663.22  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,903.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.98900
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,622,300.00
                               P & I AMT:     10,816.66
                               UPB AMT:   1,620,950.53

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          243
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031827256     MORTGAGORS: JOHNSON              MICHAEL
                               JOHNSON              LORETTA
    REGION CODE    ADDRESS   : 7895 PASEO TULIPERO
        01         CITY      :    CARLSBAD
                   STATE/ZIP : CA  92009
    MORTGAGE AMOUNT :   246,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    246,344.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,641.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.99001
    ----------------------------------------------------------------
0   0031827298     MORTGAGORS: MOUNGER              WILMER
                               MOUNGER              KIM
    REGION CODE    ADDRESS   : 86 SILVER SPRING ROAD
        01         CITY      :    MILLBURN
                   STATE/ZIP : NJ  07041
    MORTGAGE AMOUNT :   315,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    315,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,122.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031827322     MORTGAGORS: MALLIE               ANDRE
                               MALLIE               MELINDA
    REGION CODE    ADDRESS   : 1000 CONCHA STREET
        01         CITY      :    ALTADENA AREA
                   STATE/ZIP : CA  91001
    MORTGAGE AMOUNT :   246,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    245,615.04  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,678.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.69200
    ----------------------------------------------------------------
0   0031827421     MORTGAGORS: NGUYEN               DUC
                               NGUYEN               JENIFER
    REGION CODE    ADDRESS   : 345 ARCO COURT
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95123
    MORTGAGE AMOUNT :   290,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    289,599.53  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,102.71  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 93.24700
    ----------------------------------------------------------------
0   0031827447     MORTGAGORS: MARTINEZ             RAUL

    REGION CODE    ADDRESS   : 5570 MCLEOD DRIVE
        01         CITY      :    LAS VEGAS
                   STATE/ZIP : NV  89120
    MORTGAGE AMOUNT :   244,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,609.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,669.97  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,342,550.00
                               P & I AMT:      9,214.69
                               UPB AMT:   1,341,167.90

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          244
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031827462     MORTGAGORS: RAMIREZ              GENE
                               RAMIREZ              CHERYL
    REGION CODE    ADDRESS   : 55 ARENAS COUNT
        01         CITY      :    SAN RAMON
                   STATE/ZIP : CA  94583
    MORTGAGE AMOUNT :   294,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    293,781.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,055.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031827520     MORTGAGORS: CARROLL              JOHN

    REGION CODE    ADDRESS   : 5801 SOUTH DRIVE
        01         CITY      :    EDINA
                   STATE/ZIP : MN  55436
    MORTGAGE AMOUNT :   290,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    289,568.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,027.73  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 72.50000
    ----------------------------------------------------------------
0   0031827538     MORTGAGORS: SUTTER               JOSEPH
                               SHEPARD              STACY
    REGION CODE    ADDRESS   : 1470 BRIARBERRY LANE
        01         CITY      :    GILROY
                   STATE/ZIP : CA  95020
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,550.83  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,886.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031827553     MORTGAGORS: DANIELSEN            JACK
                               DANIELSEN            JOAN
    REGION CODE    ADDRESS   : 6120 CHESHIRE LANE NORTH
        01         CITY      :    PLYMOUTH
                   STATE/ZIP : MN  55446
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    298,500.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,995.91  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 68.33700
    ----------------------------------------------------------------
0   0031827587     MORTGAGORS: TANAKA               MASAO

    REGION CODE    ADDRESS   : 1441 BRIARBERRY LANE
        01         CITY      :    GILROY
                   STATE/ZIP : CA  95020
    MORTGAGE AMOUNT :   342,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    341,464.79  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,333.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,506,000.00
                               P & I AMT:     10,298.80
                               UPB AMT:   1,502,866.54

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          245
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031827595     MORTGAGORS: HARMAN               TORK
                               HARMAN               SHEILA
    REGION CODE    ADDRESS   : 4825 DEER VIEW RD
        01         CITY      :    CEDAR RAPIDS
                   STATE/ZIP : IA  52411
    MORTGAGE AMOUNT :   350,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    349,438.55  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,358.02  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 70.00000
    ----------------------------------------------------------------
0   0031827611     MORTGAGORS: DECKAS               CHRISTOPHER
                               DECKAS               AMY
    REGION CODE    ADDRESS   : 5100 GREEN FARMS ROAD
        01         CITY      :    EDINA
                   STATE/ZIP : MN  55436
    MORTGAGE AMOUNT :   450,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    449,640.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,031.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 72.00000
    ----------------------------------------------------------------
0   0031827652     MORTGAGORS: KOSIERADZKI          MARK
                               FOX                  JOAN
    REGION CODE    ADDRESS   : 565 LEAF STREET
        01         CITY      :    ORONO
                   STATE/ZIP : MN  55356
    MORTGAGE AMOUNT :   325,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    324,478.66  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,189.59  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 48.87200
    ----------------------------------------------------------------
0   0031827686     MORTGAGORS: LEPAGE               MICHAEL
                               LEPAGE               JULIE
    REGION CODE    ADDRESS   : 4010 BELL ROSE DRIVE
        01         CITY      :    INDEPENDENCE
                   STATE/ZIP : MN  55357
    MORTGAGE AMOUNT :   288,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,526.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,916.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031827710     MORTGAGORS: GIBBS                BENNETT
                               GIBBS                JILL
    REGION CODE    ADDRESS   : 1939 WOODSTONE LANE
        01         CITY      :    VICTORIA
                   STATE/ZIP : MN  55386
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,556.07  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,796.32  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.41100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,683,000.00
                               P & I AMT:     11,291.75
                               UPB AMT:   1,680,639.88

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          246
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031828007     MORTGAGORS: MOORE                PATRICK
                               WITNER               PAULA
    REGION CODE    ADDRESS   : 6324 BASELINE DRIVE
        01         CITY      :    APTOS
                   STATE/ZIP : CA  95003
    MORTGAGE AMOUNT :   360,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    359,704.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,395.09  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031828114     MORTGAGORS: LOPEZ                GASTON
                               LOPEZ                BRENDA
    REGION CODE    ADDRESS   : 7907 MAESTRO AVENUE
        01         CITY      :    WEST HILLS
                   STATE/ZIP : CA  91304
    MORTGAGE AMOUNT :   368,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    367,798.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,448.98  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031828197     MORTGAGORS: TRINH                VINCENT

    REGION CODE    ADDRESS   : 4267 LUCERO COURT
        01         CITY      :    PLEASANTON
                   STATE/ZIP : CA  94588
    MORTGAGE AMOUNT :   247,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,331.21  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,731.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 89.99000
    ----------------------------------------------------------------
0   0031828213     MORTGAGORS: CASTILLO             NICOLAS
                               CASTILLO             ROSE
    REGION CODE    ADDRESS   : 24692 PASEO DE TORONTO
        01         CITY      :    YORBA LINDA
                   STATE/ZIP : CA  92687
    MORTGAGE AMOUNT :   332,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    331,782.82  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,465.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      8.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      8.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031829260     MORTGAGORS: DIX                  NORMAN
                               DIX                  VALERIE
    REGION CODE    ADDRESS   : 5701 BLANCO AVENUE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  91367
    MORTGAGE AMOUNT :   276,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    275,789.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,906.27  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,583,800.00
                               P & I AMT:     10,947.39
                               UPB AMT:   1,582,407.19

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          247
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031829302     MORTGAGORS: SPRINTS              MARTIN
                               SPRINTS              MADELINE
    REGION CODE    ADDRESS   : 860 LORRAINE BOULEVARD
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90005
    MORTGAGE AMOUNT :   278,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,788.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,920.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 73.15700
    ----------------------------------------------------------------
0   0031829328     MORTGAGORS: BUSTES               MELINDA
                               BUSTES               VICTOR
    REGION CODE    ADDRESS   : 1885 HIGH RIDGE AVENUE
        01         CITY      :    CARLSBAD
                   STATE/ZIP : CA  92008
    MORTGAGE AMOUNT :   285,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    284,793.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,017.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 79.16600
    ----------------------------------------------------------------
0   0031829344     MORTGAGORS: WHITE                DARYL
                               SANCHEZ              LUCINDA
    REGION CODE    ADDRESS   : 28 TENNIS VILLAS DRIVE
        01         CITY      :    DANA POINT
                   STATE/ZIP : CA  92629
    MORTGAGE AMOUNT :   279,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    278,771.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,856.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031829369     MORTGAGORS: DE OBREGON           MARIA

    REGION CODE    ADDRESS   : 2384 FORT STOCKTON DRIVE
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92103
    MORTGAGE AMOUNT :   480,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    479,643.77  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,356.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 58.18181
    ----------------------------------------------------------------
0   0031829385     MORTGAGORS: ANDERSON             ROGER
                               ANDERSON             JUDY
    REGION CODE    ADDRESS   : 6181 COUNTRY VIEW DRIVE
        01         CITY      :    YORBA LINDA
                   STATE/ZIP : CA  92886
    MORTGAGE AMOUNT :   344,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    343,731.64  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,346.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 74.78200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,666,000.00
                               P & I AMT:     11,496.42
                               UPB AMT:   1,664,728.89

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          248
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031829476     MORTGAGORS: BUNANTA              SUSYRATI

    REGION CODE    ADDRESS   : 23 COOLIDGE HILL ROAD
        01         CITY      :    CAMBRIDGE
                   STATE/ZIP : MA  02138
    MORTGAGE AMOUNT :   325,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    325,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,107.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 50.00000
    ----------------------------------------------------------------
0   0031829518     MORTGAGORS: ASAI                 TAKASHIGE

    REGION CODE    ADDRESS   : 6500 KELLS COURT
        01         CITY      :    CLARKSVILLE
                   STATE/ZIP : MD  21029
    MORTGAGE AMOUNT :   248,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    248,186.13  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,611.12  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 73.35100
    ----------------------------------------------------------------
0   0031829658     MORTGAGORS: LIU                  CHANGRUI
                               MENG                 ZHI
    REGION CODE    ADDRESS   : 3110 GLENDON AVENUE,
        01         CITY      :    LOS ANGELES,
                   STATE/ZIP : CA  90034
    MORTGAGE AMOUNT :   310,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    310,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,036.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 89.85500
    ----------------------------------------------------------------
0   0031829757     MORTGAGORS: DEMERY               KEVIN
                               DEMERY               DONNA
    REGION CODE    ADDRESS   : 12313 DUXBURY COURT
        01         CITY      :    PLYMOUTH
                   STATE/ZIP : MI  48170
    MORTGAGE AMOUNT :   265,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    264,684.44  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,833.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031829781     MORTGAGORS: MORGAN               JEREMY
                               MORGAN               CAROLYN
    REGION CODE    ADDRESS   : 21514 FOXRIDGE ROAD
        01         CITY      :    WATERTOWN
                   STATE/ZIP : NY  13601
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,139.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,933.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 78.87300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,428,900.00
                               P & I AMT:      9,523.18
                               UPB AMT:   1,427,010.45

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          249
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031830094     MORTGAGORS: STEARMAN             C
                               STEARMAN             JENNIFER
    REGION CODE    ADDRESS   : 26871 WYNDHURST COURT UNIT P202
        01         CITY      :    BONITA SPRINGS
                   STATE/ZIP : FL  34134
    MORTGAGE AMOUNT :   355,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    355,256.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,457.43  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 88.95000
    ----------------------------------------------------------------
0   0031830128     MORTGAGORS: MEYER                MICHAEL
                               CASEY                CAIT
    REGION CODE    ADDRESS   : 4418 CAMPUS AVENUE
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92116
    MORTGAGE AMOUNT :   297,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    296,523.57  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,000.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031830169     MORTGAGORS: PHILLIPS             GREGG
                               PHILLIPS             KATIE
    REGION CODE    ADDRESS   : 6494 WEST 98TH DRIVE
        01         CITY      :    WESTMINSTER
                   STATE/ZIP : CO  80021
    MORTGAGE AMOUNT :   246,650.00  OPTION TO CONVERT :
    UNPAID BALANCE :    246,466.95  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,724.61  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 89.99300
    ----------------------------------------------------------------
0   0031830177     MORTGAGORS: BIALOWAS             GARY
                               BIALOWAS             ISABEL
    REGION CODE    ADDRESS   : 18209 NORTH 52ND WAY
        01         CITY      :    PHOENIX
                   STATE/ZIP : AZ  85254
    MORTGAGE AMOUNT :   281,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    281,358.99  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,922.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 78.25300
    ----------------------------------------------------------------
0   0031830250     MORTGAGORS: MARSHALL             WILLIAM
                               MARSHALL             JODIE
    REGION CODE    ADDRESS   : 495 BOBBYS LANE
        01         CITY      :    HOLLISTER
                   STATE/ZIP : CA  95023
    MORTGAGE AMOUNT :   285,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    285,571.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,925.49  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 78.95000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,467,050.00
                               P & I AMT:     10,030.86
                               UPB AMT:   1,465,177.81

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          250
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031830276     MORTGAGORS: KALANTZAKOS          JOHN
                               KALANTZAKOS          CHERYL
    REGION CODE    ADDRESS   : 10 DEVONSHIRE PLACE
        01         CITY      :    ANDOVER
                   STATE/ZIP : MA  01810
    MORTGAGE AMOUNT :   416,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    413,343.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,732.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031830300     MORTGAGORS: SOLOMAN              BRUCE
                               STRASSER             SHERYL
    REGION CODE    ADDRESS   : 10261 SOUTHWEST 40TH STREET
        01         CITY      :    DAVIE
                   STATE/ZIP : FL  33328
    MORTGAGE AMOUNT :   274,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    273,526.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,777.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031830474     MORTGAGORS: ZUNKER               PAUL
                               ZUNKER               TRINA
    REGION CODE    ADDRESS   : 3029 162ND PL SE
        01         CITY      :    MILL CREEK
                   STATE/ZIP : WA  98012
    MORTGAGE AMOUNT :   268,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,774.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,760.57  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031830623     MORTGAGORS: MCCULLOUGH           MATTHEW

    REGION CODE    ADDRESS   : 3567 BELVEDERE CIRCLE
        01         CITY      :    CORONA
                   STATE/ZIP : CA  91720
    MORTGAGE AMOUNT :   244,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,904.79  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,644.55  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 94.98400
    ----------------------------------------------------------------
0   0031830664     MORTGAGORS: SCHWARZ              EARLE
                               SCHWARZ              PATRICIA
    REGION CODE    ADDRESS   : 342 ROSELAND PLACE
        01         CITY      :    MEMPHIS
                   STATE/ZIP : TN  38111
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,797.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,773.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,462,100.00
                               P & I AMT:      9,688.77
                               UPB AMT:   1,458,346.74

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          251
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031831068     MORTGAGORS: HUANG                CHUNSHENG
                               GUO                  YING
    REGION CODE    ADDRESS   : 6951 GRANDWOOD WAY
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95120
    MORTGAGE AMOUNT :   413,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    413,161.05  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,751.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 76.43200
    ----------------------------------------------------------------
0   0031831381     MORTGAGORS: FORMAN               MITCHELL
                               FORMAN               PATRICIA
    REGION CODE    ADDRESS   : 5001 BELMONT ROAD
        01         CITY      :    TAMPA
                   STATE/ZIP : FL  33647
    MORTGAGE AMOUNT :   248,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,621.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,712.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031831399     MORTGAGORS: DILLION              JAMES
                               DILLION              KRISTIN
    REGION CODE    ADDRESS   : 4916 REMINGTON PARK DRIVE
        01         CITY      :    FLOWER MOUND
                   STATE/ZIP : TX  75028
    MORTGAGE AMOUNT :   250,050.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,648.87  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,684.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.81000
    ----------------------------------------------------------------
0   0031831423     MORTGAGORS: ARMSTRONG            PHILLIP
                               ARMSTRONG            RITA
    REGION CODE    ADDRESS   : 10140 NW 59TH DRIVE
        01         CITY      :    PARKLAND
                   STATE/ZIP : FL  33076
    MORTGAGE AMOUNT :   302,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    302,014.75  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,038.00  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.60500
    ----------------------------------------------------------------
0   0031831431     MORTGAGORS: MOORE                PERRY
                               MOORE                KATHRYN
    REGION CODE    ADDRESS   : 2904 199TH AVENUE EAST
        01         CITY      :    SUMNER
                   STATE/ZIP : WA  98390
    MORTGAGE AMOUNT :   454,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    453,271.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,058.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 82.54500
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,668,050.00
                               P & I AMT:     11,245.24
                               UPB AMT:   1,665,717.81

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          252
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031831464     MORTGAGORS: BADO                 PETER
                               BADO                 PATRICIA
    REGION CODE    ADDRESS   : 3627 BECKET LANE
        01         CITY      :    NAPERVILLE
                   STATE/ZIP : IL  60564
    MORTGAGE AMOUNT :   244,450.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,239.53  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,585.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 72.34300
    ----------------------------------------------------------------
0   0031831498     MORTGAGORS: MEYER                DALE
                               MEYER                LORI
    REGION CODE    ADDRESS   : 24 QUAIL COURT
        01         CITY      :    SIOUX CITY
                   STATE/ZIP : IA  51104
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    298,862.21  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,348.46  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/18
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031831506     MORTGAGORS: WAKEFIELD            LOWELL
                               WAKEFIELD            DARLENE
    REGION CODE    ADDRESS   : 5621 ZUMBRA DRIVE
        01         CITY      :    EXCELSIOR
                   STATE/ZIP : MN  55331
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,561.84  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,910.09  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 72.53800
    ----------------------------------------------------------------
0   0031831522     MORTGAGORS: DECAGNY              MATHILDE

    REGION CODE    ADDRESS   : 619-621 CALIFORNIA AVENUE
        01         CITY      :    VENICE
                   STATE/ZIP : CA  90291
    MORTGAGE AMOUNT :   480,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    479,258.09  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,274.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031831571     MORTGAGORS: ELWELL               GORDON
                               ELWELL               MAUREEN
    REGION CODE    ADDRESS   : 320 BROWNS CROSSING DRIVE
        01         CITY      :    FAYETTEVILLE
                   STATE/ZIP : GA  30215
    MORTGAGE AMOUNT :   264,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    264,475.05  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,784.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 94.99000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,569,350.00
                               P & I AMT:     10,903.19
                               UPB AMT:   1,566,396.72

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          253
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031831613     MORTGAGORS: VICK                 JOHN
                               VICK                 CATHERINE
    REGION CODE    ADDRESS   : 40820 250TH AVENUE SOUTHEAST
        01         CITY      :    ENUMCLAW
                   STATE/ZIP : WA  98022
    MORTGAGE AMOUNT :   305,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    304,510.73  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,054.85  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 87.14200
    ----------------------------------------------------------------
0   0031831639     MORTGAGORS: PAULSON              BRIAN

    REGION CODE    ADDRESS   : 3729 HEARST CASTLE WAY
        01         CITY      :    PLANO
                   STATE/ZIP : TX  75025
    MORTGAGE AMOUNT :   252,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    252,014.70  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,743.27  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031831647     MORTGAGORS: PURAM                PRAKASH
                               PURAM                KAMALA
    REGION CODE    ADDRESS   : 5700 LONG BRAKE TRAIL
        01         CITY      :    EDINA
                   STATE/ZIP : MN  55439
    MORTGAGE AMOUNT :   600,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    598,988.95  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,941.58  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031831662     MORTGAGORS: BERTELSEN            JOHN
                               BERTELSEN            GEMMA
    REGION CODE    ADDRESS   : 15 DUTCHTOWN-HARLINGEN ROAD
        01         CITY      :    MONTGOMERY TWP
                   STATE/ZIP : NJ  08562
    MORTGAGE AMOUNT :   242,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    241,906.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,735.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031831688     MORTGAGORS: PATTERSON            ANDREW
                               PATTERSON            TINA
    REGION CODE    ADDRESS   : 6684 WHITE GATE COURT
        01         CITY      :    MARION
                   STATE/ZIP : IA  52302
    MORTGAGE AMOUNT :   346,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    346,522.67  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,336.46  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,746,450.00
                               P & I AMT:     11,811.67
                               UPB AMT:   1,743,943.99

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          254
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031831712     MORTGAGORS: BOBROW               ANDREW
                               BOBROW               KATHY
    REGION CODE    ADDRESS   : 3247 GRANVILLE AVENUE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90066
    MORTGAGE AMOUNT :   352,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    351,406.86  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,312.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031831738     MORTGAGORS: PHELPS               R
                               PHELPS               ELLEN
    REGION CODE    ADDRESS   : 1250 LONGMEADOW
        01         CITY      :    LAKE FOREST
                   STATE/ZIP : IL  60045
    MORTGAGE AMOUNT :   628,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    623,047.83  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,233.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 50.59500
    ----------------------------------------------------------------
0   0031831795     MORTGAGORS: HAGEN                STUART
                               HAGEN                CHRISTINE
    REGION CODE    ADDRESS   : 124 ST. PIERRE WAY,
        01         CITY      :    MARTINEZ,
                   STATE/ZIP : CA  94553
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,542.04  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,072.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 93.24183
    ----------------------------------------------------------------
0   0031831803     MORTGAGORS: LUONG                DAVID
                               YEE                  HELEN
    REGION CODE    ADDRESS   : 32764 SOUTH FOLKLORE LOOP,
        01         CITY      :    UNION CITY,
                   STATE/ZIP : CA  94587
    MORTGAGE AMOUNT :   253,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    252,797.68  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,704.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 76.29743
    ----------------------------------------------------------------
0   0031831811     MORTGAGORS: POHLMAN              SCOTT
                               POHLMAN              MARCY
    REGION CODE    ADDRESS   : 6260 NIAGARA COURT
        01         CITY      :    MAPLE GROVE
                   STATE/ZIP : MN  55311
    MORTGAGE AMOUNT :   245,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,804.07  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,650.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 72.91600
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,778,400.00
                               P & I AMT:     11,973.20
                               UPB AMT:   1,771,598.48

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          255
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031831852     MORTGAGORS: MOSS                 HELMUT

    REGION CODE    ADDRESS   : 75209 SPY GLASS DRIVE
        01         CITY      :    INDIAN WELLS
                   STATE/ZIP : CA  92210
    MORTGAGE AMOUNT :   450,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    449,729.37  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,149.27  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031831860     MORTGAGORS: DORSEY               JOSEPH
                               DORSEY               AMY
    REGION CODE    ADDRESS   : LOT 103 NORTHWOOD ACRES
        01         CITY      :    CARY
                   STATE/ZIP : IL  60013
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,793.80  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,804.12  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   04/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031831910     MORTGAGORS: MOORE                GREGORY
                               MOORE                DENISE
    REGION CODE    ADDRESS   : 2160 HIGHLAND OAKS DRIVE
        01         CITY      :    ARCADIA
                   STATE/ZIP : CA  91006
    MORTGAGE AMOUNT :   480,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    479,634.75  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,315.25  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031831977     MORTGAGORS: FORE                 DAN
                               FORE                 RHONDA
    REGION CODE    ADDRESS   : 2704 MILES CITY COURT
        01         CITY      :    SOUTHLAKE
                   STATE/ZIP : TX  76092
    MORTGAGE AMOUNT :   270,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    270,293.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,778.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031832066     MORTGAGORS: STOFFLE              SHANNON
                               STOFFLE              CHRISTINE
    REGION CODE    ADDRESS   : 48 WEST WASHINGTON ST
        01         CITY      :    NEWNAN
                   STATE/ZIP : GA  30263
    MORTGAGE AMOUNT :   240,350.00  OPTION TO CONVERT :
    UNPAID BALANCE :    239,954.19  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,660.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,701,500.00
                               P & I AMT:     11,707.32
                               UPB AMT:   1,699,405.87

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          256
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031832116     MORTGAGORS: FLOWERS              DONALD
                               FLOWERS              DIANE
    REGION CODE    ADDRESS   : 2202 WILD DUNES CIRCLE
        01         CITY      :    KATY
                   STATE/ZIP : TX  77450
    MORTGAGE AMOUNT :   316,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    315,767.01  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,077.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.99200
    ----------------------------------------------------------------
0   0031832173     MORTGAGORS: MCMULLEN             THOMAS
                               MCMULLEN             TRUDY
    REGION CODE    ADDRESS   : 11024 CAVELL CIRCLE
        01         CITY      :    BLOOMINGTON
                   STATE/ZIP : MN  55438
    MORTGAGE AMOUNT :   292,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    292,230.47  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,971.98  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.99400
    ----------------------------------------------------------------
0   0031832181     MORTGAGORS: ANDERSON             CARL
                               ANDERSON             DORIAN
    REGION CODE    ADDRESS   : 14 DEVERON DRIVE
        01         CITY      :    MADISON
                   STATE/ZIP : CT  06443
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,627.16  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,957.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 65.06000
    ----------------------------------------------------------------
0   0031832207     MORTGAGORS: BAKER                STEPHEN
                               BAKER                LESLIE
    REGION CODE    ADDRESS   : 7611 TRUXTON AVE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90045
    MORTGAGE AMOUNT :   431,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    430,575.13  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,941.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.99400
    ----------------------------------------------------------------
0   0031832215     MORTGAGORS: MALECHA              JAMES
                               MALECHA              CORINNE
    REGION CODE    ADDRESS   : 6695 SHERMAN LAKE ROAD
        01         CITY      :    LINO LAKES
                   STATE/ZIP : MN  55038
    MORTGAGE AMOUNT :   249,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,326.73  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,683.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 75.72700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,560,150.00
                               P & I AMT:     10,633.06
                               UPB AMT:   1,557,526.50

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          257
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031832322     MORTGAGORS: RIGSBY               TERRY
                               RIGSBY               LULU
    REGION CODE    ADDRESS   : 1173 NORTH BERENICE DRIVE
        01         CITY      :    BREA
                   STATE/ZIP : CA  92621
    MORTGAGE AMOUNT :   267,520.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,101.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,824.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031832363     MORTGAGORS: SHERWOOD             FRAN
                               SHERWOOD             RUTH
    REGION CODE    ADDRESS   : 251 ATLANTIC AVE
        01         CITY      :    PALM BEACH
                   STATE/ZIP : FL  33483
    MORTGAGE AMOUNT :   288,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    287,537.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,916.08  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 78.58117
    ----------------------------------------------------------------
0   0031832397     MORTGAGORS: SCHOENBAUM           ERIC
                               SCHOENBAUM           MARCI
    REGION CODE    ADDRESS   : 3605 LUY ROAD
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90034
    MORTGAGE AMOUNT :   260,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,301.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,799.21  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 70.02600
    ----------------------------------------------------------------
0   0031832462     MORTGAGORS: BARCLIFT             ADOLPH
                               BARCLIFT             ZEANTA
    REGION CODE    ADDRESS   : 2328 HUNTER DRIVE
        01         CITY      :    CHANHASSEN
                   STATE/ZIP : MN  55317
    MORTGAGE AMOUNT :   325,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    324,990.61  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,220.49  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 77.50000
    ----------------------------------------------------------------
0   0031832496     MORTGAGORS: MOLOTKY              MYRON
                               MOLOTKY              DONNA
    REGION CODE    ADDRESS   : 1970 EMERALD GLEN CT.,
        01         CITY      :    ADA,
                   STATE/ZIP : MI  49301
    MORTGAGE AMOUNT :   519,375.00  OPTION TO CONVERT :
    UNPAID BALANCE :    517,856.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,676.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,660,895.00
                               P & I AMT:     11,436.84
                               UPB AMT:   1,657,788.67

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          258
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031832793     MORTGAGORS: GAYDOS               CYRIL
                               GAYDOS               KATE
    REGION CODE    ADDRESS   : 3 TENNEY CIRCLE
        01         CITY      :    ACTON
                   STATE/ZIP : MA  01720
    MORTGAGE AMOUNT :   333,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    333,750.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,276.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031832835     MORTGAGORS: STUDENT              BERNARD
                               STUDENT              LAURIE
    REGION CODE    ADDRESS   : LOT #75, 33 NORTH MILL STREET
        01         CITY      :    HOPKINTON
                   STATE/ZIP : MA  01748
    MORTGAGE AMOUNT :   492,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    492,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,314.70  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031832892     MORTGAGORS: MARONDE              MICHAEL

    REGION CODE    ADDRESS   : 704 NOB AVENUE
        01         CITY      :    DEL MAR
                   STATE/ZIP : CA  92014
    MORTGAGE AMOUNT :   440,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    440,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,001.58  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 67.17500
    ----------------------------------------------------------------
0   0031833056     MORTGAGORS: ACCIAIOLI            JAMES
                               ACCIAIOLI            PATRICIA
    REGION CODE    ADDRESS   : 6909 DANDISON
        01         CITY      :    WEST BLOOMFIELD
                   STATE/ZIP : MI  48324
    MORTGAGE AMOUNT :   248,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    246,106.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,734.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   01/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 78.48100
    ----------------------------------------------------------------
0   0031833080     MORTGAGORS: BONACCINI            PAUL
                               BONACCINI            MAUDE
    REGION CODE    ADDRESS   : 11765 SNOWFIELD COURT
        01         CITY      :    TRAVERSE CITY
                   STATE/ZIP : MI  49686
    MORTGAGE AMOUNT :   327,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    325,264.22  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,260.58  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   03/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 64.17600
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,841,050.00
                               P & I AMT:     12,587.68
                               UPB AMT:   1,837,121.10

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          259
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031833338     MORTGAGORS: STELLE               JERRY
                               STELLE               SANDRA
    REGION CODE    ADDRESS   : 31450 GLENBRIDGE ROAD
        01         CITY      :    WESTLAKE VILLAGE
                   STATE/ZIP : CA  91361
    MORTGAGE AMOUNT :   437,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    436,659.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,981.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 51.41176
    ----------------------------------------------------------------
0   0031833395     MORTGAGORS: ROTHFUS              D
                               ROTHFUS              DOROTHY
    REGION CODE    ADDRESS   : 22626 SE 47TH COURT
        01         CITY      :    ISSAQUAH
                   STATE/ZIP : WA  98029
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,588.95  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,663.26  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 58.96200
    ----------------------------------------------------------------
0   0031833403     MORTGAGORS: HORAN                ROBERT
                               HORAN                ROSANNE
    REGION CODE    ADDRESS   : 1300 LOG CABIN LANE
        01         CITY      :    LADUE
                   STATE/ZIP : MO  63124
    MORTGAGE AMOUNT :   527,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    526,012.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,639.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 70.26600
    ----------------------------------------------------------------
0   0031833429     MORTGAGORS: CLARKE               BRADLEY
                               CLARKE               KATHLEEN
    REGION CODE    ADDRESS   : 11 BONNY ROAD
        01         CITY      :    BROOKFEILD
                   STATE/ZIP : CT  06804
    MORTGAGE AMOUNT :   309,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    308,551.28  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,187.09  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 79.84400
    ----------------------------------------------------------------
0   0031833452     MORTGAGORS: GILLIS               TIMOTHY

    REGION CODE    ADDRESS   : 1062 VIA VERA CRUZ
        01         CITY      :    SAN MARCOS
                   STATE/ZIP : CA  92069
    MORTGAGE AMOUNT :   242,050.00  OPTION TO CONVERT :
    UNPAID BALANCE :    241,856.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,630.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 89.98500
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,765,050.00
                               P & I AMT:     12,102.06
                               UPB AMT:   1,762,668.18

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          260
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031833478     MORTGAGORS: SZPEKMAN             ANDREW
                               SZPEKMAN             KATHERINE
    REGION CODE    ADDRESS   : 8 BOG MEADOW LANE
        01         CITY      :    HAMPTON
                   STATE/ZIP : NJ  08827
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,795.76  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 70.17000
    ----------------------------------------------------------------
0   0031833494     MORTGAGORS: MULA                 RICHARD
                               DEETH-MULA           ALISON
    REGION CODE    ADDRESS   : 1085 GALESMOORE COURT
        01         CITY      :    WESTLAKE VILLAGE
                   STATE/ZIP : CA  90361
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,456.82  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,945.80  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 69.93000
    ----------------------------------------------------------------
0   0031833502     MORTGAGORS: FUGATE               GARY
                               FUGATE               DONG
    REGION CODE    ADDRESS   : 4640 DE GREY LANE
        01         CITY      :    PLANO
                   STATE/ZIP : TX  75093
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,582.93  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,751.67  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031833577     MORTGAGORS: STEPHENSON           MARK
                               STEPHENSON           KIMBERLEE
    REGION CODE    ADDRESS   : 7099 ORCHARD STREET
        01         CITY      :    ARVADA
                   STATE/ZIP : CO  80007
    MORTGAGE AMOUNT :   306,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    306,295.57  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,041.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031833585     MORTGAGORS: SHIMOMA              ISAMU
                               SHIMOMA              YOKO
    REGION CODE    ADDRESS   : 1161 ALDER LANE
        01         CITY      :    BARTLETT
                   STATE/ZIP : IL  60103
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,523.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,237.49  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 72.86000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,446,800.00
                               P & I AMT:      9,771.87
                               UPB AMT:   1,444,858.86

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          261
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031833627     MORTGAGORS: TENNISON             GLEN

    REGION CODE    ADDRESS   : 778 16TH PLACE
        01         CITY      :    MUKILTEO
                   STATE/ZIP : WA  98275
    MORTGAGE AMOUNT :   260,950.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,520.95  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,736.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 89.99800
    ----------------------------------------------------------------
0   0031833643     MORTGAGORS: DAVIS                BARRY
                               DAVIS                DIANE
    REGION CODE    ADDRESS   : 3830 NORTHEAST 32ND AVENUE
        01         CITY      :    PORTLAND
                   STATE/ZIP : OR  97212
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,553.31  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,097.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 77.12000
    ----------------------------------------------------------------
0   0031833676     MORTGAGORS: SHANNON              JEFFREY
                               SHANNON              SALLEY
    REGION CODE    ADDRESS   : 2500 HAYMON COURT
        01         CITY      :    CHARLOTTE
                   STATE/ZIP : NC  28270
    MORTGAGE AMOUNT :   380,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    379,390.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,560.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 78.02800
    ----------------------------------------------------------------
0   0031833692     MORTGAGORS: HORTON               WINFORD

    REGION CODE    ADDRESS   : 113 KORTNEY DRIVE
        01         CITY      :    WEATHERFORD
                   STATE/ZIP : TX  76008
    MORTGAGE AMOUNT :   328,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    328,022.95  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,325.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031833866     MORTGAGORS: FOTOPOULOS           FRANK
                               FOTOPOULOS           LILLY
    REGION CODE    ADDRESS   : 4912 SEA PINES DRIVE
        01         CITY      :    DALLAS
                   STATE/ZIP : TX  75287
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,246.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,182.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,589,450.00
                               P & I AMT:     10,901.97
                               UPB AMT:   1,586,734.22

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          262
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031833874     MORTGAGORS: BEARD                THOMAS

    REGION CODE    ADDRESS   : 925 RIDGE VIEW DRIVE
        01         CITY      :    HEALDSBURG
                   STATE/ZIP : CA  95448
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,800.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,684.30  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 76.92307
    ----------------------------------------------------------------
0   0031833916     MORTGAGORS: EZELL                WILLIAM
                               EZELL                CYNTHIA
    REGION CODE    ADDRESS   : 500 GLEN ECHO ROAD
        01         CITY      :    NAPERVILLE
                   STATE/ZIP : IL  60565
    MORTGAGE AMOUNT :   244,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,645.68  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,727.02  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 94.75700
    ----------------------------------------------------------------
0   0031833932     MORTGAGORS: MARTINSSON           CURTIS

    REGION CODE    ADDRESS   : 1204 WEST SHARON ROAD
        01         CITY      :    SANTA ANA
                   STATE/ZIP : CA  92706
    MORTGAGE AMOUNT :   252,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,375.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,762.02  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031834351     MORTGAGORS: WHITING              FREDRICK
                               WHITING              SHANNON
    REGION CODE    ADDRESS   : 13240 MARGATE STREET
        01         CITY      :    SHERMAN OAKS AREA  VAN NU
                   STATE/ZIP : CA  91401
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,784.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,819.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 76.05633
    ----------------------------------------------------------------
0   0031834369     MORTGAGORS: TAMASHIRO            ALAN

    REGION CODE    ADDRESS   : 745 ULUMAIKA STREET
        01         CITY      :    HONOLULU
                   STATE/ZIP : HI  96816
    MORTGAGE AMOUNT :   275,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    275,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,760.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 49.54900
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,291,000.00
                               P & I AMT:      8,753.25
                               UPB AMT:   1,289,605.10

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          263
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031834393     MORTGAGORS: PEDERSON             SCOTT
                               PEDERSON             KAREN
    REGION CODE    ADDRESS   : 17806 NORTHEAST 138TH COURT
        01         CITY      :    REDMOND
                   STATE/ZIP : WA  98052
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,776.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,886.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031834419     MORTGAGORS: SHAH                 YASHVANT
                               SHAH                 PRATIMA
    REGION CODE    ADDRESS   : 1014 JASON PLACE
        01         CITY      :    DIAMOND BAR
                   STATE/ZIP : CA  91765
    MORTGAGE AMOUNT :   268,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,796.07  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,851.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031834518     MORTGAGORS: AHMAD                MUBASHAR
                               AHMAD                RASHIDA
    REGION CODE    ADDRESS   : 14571 SAWLEAF AVENUE
        01         CITY      :    IRVINE
                   STATE/ZIP : CA  92606
    MORTGAGE AMOUNT :   251,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    250,804.19  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,712.27  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.68300
    ----------------------------------------------------------------
0   0031835283     MORTGAGORS: RICHMOND             ROY
                               RICHMOND             ELLEN
    REGION CODE    ADDRESS   : 524 DAVEY GLEN ROAD
        01         CITY      :    BELMONT
                   STATE/ZIP : CA  94002
    MORTGAGE AMOUNT :   368,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    367,705.71  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,479.29  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031835291     MORTGAGORS: STEINMETZ            MATTHEW
                               CLARK                JANA
    REGION CODE    ADDRESS   : 548 LAIDLEY STREET
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94131
    MORTGAGE AMOUNT :   335,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    335,344.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,317.91  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 74.57700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,502,600.00
                               P & I AMT:     10,246.90
                               UPB AMT:   1,501,426.68

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          264
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031835317     MORTGAGORS: GARRETT              WAYNE

    REGION CODE    ADDRESS   : 96 MUSEUM WAY
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94114
    MORTGAGE AMOUNT :   330,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    329,755.09  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,307.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 71.73900
    ----------------------------------------------------------------
0   0031835325     MORTGAGORS: PETRUNICH            BRIAN
                               PETRUNICH            CLAUDIA
    REGION CODE    ADDRESS   : 2624 ROSCOMARE RD.,
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90077
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,754.09  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,995.91  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 42.85700
    ----------------------------------------------------------------
0   0031835333     MORTGAGORS: MALLON               KEVIN
                               MALLON               TERIA
    REGION CODE    ADDRESS   : 1280 BROOKINGS LANE
        01         CITY      :    SUNNYVALE
                   STATE/ZIP : CA  94087
    MORTGAGE AMOUNT :   325,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    324,711.89  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,135.02  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 61.32000
    ----------------------------------------------------------------
0   0031835341     MORTGAGORS: MAVAR                JOHN
                               MAVAR                HOLLY
    REGION CODE    ADDRESS   : 27649 PALOS VERDES DRIVE EAST
        01         CITY      :    RANCHO PALOS VERDES
                   STATE/ZIP : CA  90275
    MORTGAGE AMOUNT :   465,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    465,254.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,255.55  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031835358     MORTGAGORS: YALIAN               IRAJ
                               MEHRABANIAN          FARIDEH
    REGION CODE    ADDRESS   : 478 S WILLAMAN DRIVE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90048
    MORTGAGE AMOUNT :   297,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    296,774.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,051.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 60.61200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,717,600.00
                               P & I AMT:     11,745.20
                               UPB AMT:   1,716,249.52

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          265
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031835366     MORTGAGORS: EGGER                MICHAEL
                               EGGER                SHELLEY
    REGION CODE    ADDRESS   : 22 NEVA COURT
        01         CITY      :    OAKLAND
                   STATE/ZIP : CA  94611
    MORTGAGE AMOUNT :   430,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    429,664.56  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,933.36  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 69.35400
    ----------------------------------------------------------------
0   0031835374     MORTGAGORS: GIBSON               MICHAEL
                               GIBSON               ELENA
    REGION CODE    ADDRESS   : 559 DUBLIN WAY
        01         CITY      :    SUNNYVALE
                   STATE/ZIP : CA  94087
    MORTGAGE AMOUNT :   386,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    385,706.28  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,666.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 68.19700
    ----------------------------------------------------------------
0   0031835382     MORTGAGORS: QUAN                 GLENN
                               WEINTRAUB            HILDA
    REGION CODE    ADDRESS   : 2417 SANTA CRUZ COURT
        01         CITY      :    TORRANCE
                   STATE/ZIP : CA  90501
    MORTGAGE AMOUNT :   340,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    339,728.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,290.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031835390     MORTGAGORS: FORSBERG             ERIK

    REGION CODE    ADDRESS   : 1415 N TIGERTAIL ROAD
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90049
    MORTGAGE AMOUNT :   460,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    459,613.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,021.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 57.50000
    ----------------------------------------------------------------
0   0031835408     MORTGAGORS: VENTURINI            RICHARD
                               VENTURINI            LYNNE
    REGION CODE    ADDRESS   : 3340 PALOS VERDES DRIVE EAST
        01         CITY      :    RANCHO PALOS VERDES
                   STATE/ZIP : CA  90274
    MORTGAGE AMOUNT :   375,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    374,714.65  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,590.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 63.55900
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,991,000.00
                               P & I AMT:     13,501.94
                               UPB AMT:   1,989,427.13

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          266
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031835416     MORTGAGORS: RUSLI                FITALI
                               DU                   JAJE
    REGION CODE    ADDRESS   : 1405 CABRILLO
        01         CITY      :    BURLINGAME
                   STATE/ZIP : CA  94010
    MORTGAGE AMOUNT :   432,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    431,662.99  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,947.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031835440     MORTGAGORS: CATALLI              PETER

    REGION CODE    ADDRESS   : 526 MARLIN DRIVE
        01         CITY      :    REDWOOD CITY
                   STATE/ZIP : CA  94065
    MORTGAGE AMOUNT :   275,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    274,810.74  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,993.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.87500  PRODUCT CODE      :   002
    LTV :                 65.47600
    ----------------------------------------------------------------
0   0031835457     MORTGAGORS: CHAO                 JACK
                               CHAO                 MARINA
    REGION CODE    ADDRESS   : 1411-1413 VILLAGE COURT
        01         CITY      :    MOUNTAIN VIEW
                   STATE/ZIP : CA  94040
    MORTGAGE AMOUNT :   424,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    423,685.33  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,964.67  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031835481     MORTGAGORS: STABILE              RICHARD
                               STABILE              SHARON
    REGION CODE    ADDRESS   : 2343 EAST AVENIDA OTONO
        01         CITY      :    THOUSAND OAKS
                   STATE/ZIP : CA  91362
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,770.48  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,862.85  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031835572     MORTGAGORS: MORGAN               TYLER
                               MORGAN               JODI
    REGION CODE    ADDRESS   : 114 VIA HERMOSA
        01         CITY      :    SANTA CRUZ
                   STATE/ZIP : CA  95060
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,797.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,773.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 69.33333
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,671,000.00
                               P & I AMT:     11,542.14
                               UPB AMT:   1,669,726.71

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          267
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031835721     MORTGAGORS: BOCCHINI             WILLIAM
                               BOCCHINI             CAROLE
    REGION CODE    ADDRESS   : 444 CANYON CREST DRIVE
        01         CITY      :    SIMI VALLEY
                   STATE/ZIP : CA  93065
    MORTGAGE AMOUNT :   287,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    286,975.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,959.21  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031836265     MORTGAGORS: DWYER                ROBERT
                               LUECK                LORI
    REGION CODE    ADDRESS   : 3040 EAST INVERNESS AVENUE
        01         CITY      :    MESA
                   STATE/ZIP : AZ  85204
    MORTGAGE AMOUNT :   263,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    262,789.68  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,771.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.69600
    ----------------------------------------------------------------
0   0031836315     MORTGAGORS: HANCOCK              ROBERT
                               HANCOCK              PEGGY
    REGION CODE    ADDRESS   : 14547 BOULDER POINT ROAD
        01         CITY      :    EDEN PRAIRIE
                   STATE/ZIP : MN  55347
    MORTGAGE AMOUNT :   371,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    370,404.86  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,499.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.96200
    ----------------------------------------------------------------
0   0031836323     MORTGAGORS: JAAFAR               HAMEDO

    REGION CODE    ADDRESS   : 11600 LANDING ROAD
        01         CITY      :    EDEN PRAIRIE
                   STATE/ZIP : MN  55347
    MORTGAGE AMOUNT :   360,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    360,504.25  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,400.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031836356     MORTGAGORS: SMITH                DOUGLAS
                               SMITH                ROBAN
    REGION CODE    ADDRESS   : 6200 DEERWOOD LANE NORTH
        01         CITY      :    PLYMOUTH
                   STATE/ZIP : MN  55442
    MORTGAGE AMOUNT :   381,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    381,287.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,538.80  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,663,600.00
                               P & I AMT:     11,169.81
                               UPB AMT:   1,661,961.95

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          268
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031836497     MORTGAGORS: HAYNES               MIKE
                               MADDOX-HAYNES        NANCI
    REGION CODE    ADDRESS   : 251 COON HEIGHTS ROAD
        01         CITY      :    BEN LOMOND
                   STATE/ZIP : CA  95005
    MORTGAGE AMOUNT :   252,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,798.48  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,697.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031836646     MORTGAGORS: THOMSON              RANDALL
                               THOMSON              SHAUNA
    REGION CODE    ADDRESS   : 5953 MARETA LANE
        01         CITY      :    LOOMIS
                   STATE/ZIP : CA  95650
    MORTGAGE AMOUNT :   248,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    248,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,634.44  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 75.39394
    ----------------------------------------------------------------
0   0031837644     MORTGAGORS: KRUG                 MARK
                               KRUG                 CHERYL
    REGION CODE    ADDRESS   : 2192 LAGUNA ROAD
        01         CITY      :    SANTA ROSA
                   STATE/ZIP : CA  95401
    MORTGAGE AMOUNT :   244,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,823.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,727.02  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031837693     MORTGAGORS: TURLEY               KIMBRA
                               BELLIVEAU            KIM
    REGION CODE    ADDRESS   : 146 SEACLIFF DRIVE
        01         CITY      :    APTOS
                   STATE/ZIP : CA  95003
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,770.48  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,862.85  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031837735     MORTGAGORS: JARED                DREW
                               JARED                ALLISON
    REGION CODE    ADDRESS   : 25723 SE 25TH WAY
        01         CITY      :    ISSAQUAH
                   STATE/ZIP : WA  98029
    MORTGAGE AMOUNT :   353,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    352,633.44  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,379.57  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 73.58300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,378,000.00
                               P & I AMT:      9,301.65
                               UPB AMT:   1,376,025.80

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          269
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031837743     MORTGAGORS: WARD                 PATRICK
                               WARD                 JENNIFER
    REGION CODE    ADDRESS   : 1958 5TH AVENUE WEST
        01         CITY      :    SEATTLE
                   STATE/ZIP : WA  98119
    MORTGAGE AMOUNT :   277,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    277,378.01  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,870.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031837800     MORTGAGORS: BABBITT              DAVID
                               BABBITT              CAROLYN
    REGION CODE    ADDRESS   : 10901 188TH AVENUE EAST
        01         CITY      :    BONNEY LAKE
                   STATE/ZIP : WA  98390
    MORTGAGE AMOUNT :   247,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,302.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,667.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 94.39500
    ----------------------------------------------------------------
0   0031837883     MORTGAGORS: TRAN                 KATHY
                               NGUYEN               MINH
    REGION CODE    ADDRESS   : 32683 FOXGLOVE WAY
        01         CITY      :    UNION CITY
                   STATE/ZIP : CA  94587
    MORTGAGE AMOUNT :   306,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    306,560.66  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,092.92  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.98894
    ----------------------------------------------------------------
0   0031837958     MORTGAGORS: GUPTA                RAVINDER
                               GUPTA                SHALINI
    REGION CODE    ADDRESS   : 23 LILY COURT
        01         CITY      :    DANVILLE
                   STATE/ZIP : CA  94506
    MORTGAGE AMOUNT :   335,950.00  OPTION TO CONVERT :
    UNPAID BALANCE :    335,687.92  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,291.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 78.72300
    ----------------------------------------------------------------
0   0031838311     MORTGAGORS: SCHMALZ              JULIUS
                               SCHMALZ              CECILIA
    REGION CODE    ADDRESS   : 4903 KAYLAN COURT
        01         CITY      :    RICHMOND
                   STATE/ZIP : TX  77469
    MORTGAGE AMOUNT :   324,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    323,505.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,237.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,491,850.00
                               P & I AMT:     10,160.18
                               UPB AMT:   1,490,434.07

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          270
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031838519     MORTGAGORS: FAIRTLOUGH           JONATHAN
                               FAIRTLOUGH           KERRY
    REGION CODE    ADDRESS   : 1748 AMARELLE STREET
        01         CITY      :    CITY OF THOUSAND OAKS
                   STATE/ZIP : CA  91320
    MORTGAGE AMOUNT :   255,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,805.96  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,761.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031838535     MORTGAGORS: DILL                 ANTHONY

    REGION CODE    ADDRESS   : 1288 GLEN OAKS BLVD.
        01         CITY      :    PASADENA
                   STATE/ZIP : CA  91105
    MORTGAGE AMOUNT :   530,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    529,586.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,615.54  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 69.28104
    ----------------------------------------------------------------
0   0031838709     MORTGAGORS: SHAHA                SANJEEV
                               SHAHA                SONIYA
    REGION CODE    ADDRESS   : 2651 HARVEST CREST LANE
        01         CITY      :    CORONA
                   STATE/ZIP : CA  91719
    MORTGAGE AMOUNT :   269,950.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,739.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,841.53  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 89.98600
    ----------------------------------------------------------------
0   0031838717     MORTGAGORS: SINGH                GHAN
                               SINGH                HARPREET
    REGION CODE    ADDRESS   : 59 LEGACY WAY
        01         CITY      :    IRVINE
                   STATE/ZIP : CA  92602
    MORTGAGE AMOUNT :   359,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    359,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,479.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.95500
    ----------------------------------------------------------------
0   0031838790     MORTGAGORS: GIAMBONE             ANTHONY
                               GIAMBONE             ELIZABETH
    REGION CODE    ADDRESS   : 7085 ASHLEY DRIVE
        01         CITY      :    HUNTINGTON BEACH
                   STATE/ZIP : CA  92648
    MORTGAGE AMOUNT :   428,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    428,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,919.71  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,841,950.00
                               P & I AMT:     12,617.53
                               UPB AMT:   1,841,131.92

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          271
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031839251     MORTGAGORS: ZAKHEIM              ROBERT

    REGION CODE    ADDRESS   : 14859 RICHARDS DRIVE
        01         CITY      :    MINNETONKA
                   STATE/ZIP : MN  55345
    MORTGAGE AMOUNT :   318,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    317,976.33  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,118.99  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 70.00000
    ----------------------------------------------------------------
0   0031839269     MORTGAGORS: REESE                TIMOTHY
                               REESE                ELIZABETH
    REGION CODE    ADDRESS   : 4115 GREYSTONE DR NE
        01         CITY      :    CEDAR RAPIDS
                   STATE/ZIP : IA  52411
    MORTGAGE AMOUNT :   348,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    347,641.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,345.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 60.55600
    ----------------------------------------------------------------
0   0031839277     MORTGAGORS: RAY                  WILLIAM
                               RAY                  PATRICIA
    REGION CODE    ADDRESS   : 2616 W. 44TH STREET
        01         CITY      :    MINNEAPOLIS
                   STATE/ZIP : MN  55410
    MORTGAGE AMOUNT :   356,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    355,442.89  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,428.55  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 89.00000
    ----------------------------------------------------------------
0   0031839293     MORTGAGORS: BELL                 SCOTT

    REGION CODE    ADDRESS   : 510 EVERGREEN LANE NORTH
        01         CITY      :    PLYMOUTH
                   STATE/ZIP : MN  55441
    MORTGAGE AMOUNT :   273,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    272,562.06  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,839.26  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 62.75800
    ----------------------------------------------------------------
0   0031839384     MORTGAGORS: PERTILE              TERENCE
                               PERTILE              LISA
    REGION CODE    ADDRESS   : 3627 RODEO DRIVE
        01         CITY      :    BLAINE
                   STATE/ZIP : MN  55449
    MORTGAGE AMOUNT :   343,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    343,425.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,315.58  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 89.98700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,639,400.00
                               P & I AMT:     11,048.27
                               UPB AMT:   1,637,047.87

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          272
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031839400     MORTGAGORS: BURNS                JOHN
                               BURNS                AUTUMN
    REGION CODE    ADDRESS   : 830 STERLING AVE
        01         CITY      :    GENEVA
                   STATE/ZIP : IL  60134
    MORTGAGE AMOUNT :   244,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,437.34  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,562.36  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031839426     MORTGAGORS: SIGEL                DAVID
                               SIGEL                MOLLY
    REGION CODE    ADDRESS   : 20395 LINDEN ROAD
        01         CITY      :    DEEPHAVEN
                   STATE/ZIP : MN  55391
    MORTGAGE AMOUNT :   423,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    421,631.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,982.80  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/27
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.96200
    ----------------------------------------------------------------
0   0031839442     MORTGAGORS: TSCHETTER            RONALD

    REGION CODE    ADDRESS   : 10855 57TH AVENUE NORTH
        01         CITY      :    PLYMOUTH
                   STATE/ZIP : MN  55442
    MORTGAGE AMOUNT :   268,739.38  OPTION TO CONVERT :
    UNPAID BALANCE :    268,188.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,954.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   12/01/24
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 68.03500
    ----------------------------------------------------------------
0   0031839509     MORTGAGORS: HOXENG               CARL
                               HOXENG               DENISE
    REGION CODE    ADDRESS   : 147 EAST VINEDO LANE
        01         CITY      :    TEMPE
                   STATE/ZIP : AZ  85284
    MORTGAGE AMOUNT :   289,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    289,135.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,951.09  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031839533     MORTGAGORS: MICHALIK             MICHAEL
                               SKARDA               PAULA
    REGION CODE    ADDRESS   : 1795 BOHLAND AVENUE
        01         CITY      :    ST. PAUL
                   STATE/ZIP : MN  55116
    MORTGAGE AMOUNT :   261,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,581.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,758.41  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,486,339.38
                               P & I AMT:     10,208.82
                               UPB AMT:   1,482,973.73

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          273
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031839574     MORTGAGORS: JANETKA              JOSEPH
                               JANETKA              GENA
    REGION CODE    ADDRESS   : 3505 COUNTY ROAD 19
        01         CITY      :    MEDINA
                   STATE/ZIP : MN  55359
    MORTGAGE AMOUNT :   250,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    250,397.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,689.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031839947     MORTGAGORS: DALTON               PETER
                               DALTON               KRISTA
    REGION CODE    ADDRESS   : 224 SIXTEENTH AVENUE
        01         CITY      :    SANTA CRUZ
                   STATE/ZIP : CA  95062
    MORTGAGE AMOUNT :   447,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    446,805.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,863.47  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031840168     MORTGAGORS: LAPIDUS              MARILYN

    REGION CODE    ADDRESS   : 114 WATERSIDE DRIVE PO BOX 1675
        01         CITY      :    NORTH FALMOUTH
                   STATE/ZIP : MA  02556
    MORTGAGE AMOUNT :   650,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    649,517.60  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,544.90  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 44.82758
    ----------------------------------------------------------------
0   0031840283     MORTGAGORS: VINCENT              NICHOLAS

    REGION CODE    ADDRESS   : 2105 PULLMAN LANE # B
        01         CITY      :    REDONDO BEACH
                   STATE/ZIP : CA  90278
    MORTGAGE AMOUNT :   310,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    309,758.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,114.75  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.48700
    ----------------------------------------------------------------
0   0031840317     MORTGAGORS: FRANKLIN             TERRY
                               FRANKLIN             JAN
    REGION CODE    ADDRESS   : 16350 JAMES COURT
        01         CITY      :    RIVERSIDE
                   STATE/ZIP : CA  92504
    MORTGAGE AMOUNT :   269,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    268,800.36  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,880.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 69.87013
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,927,000.00
                               P & I AMT:     13,093.70
                               UPB AMT:   1,925,279.27

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          274
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031840374     MORTGAGORS: WILLIAMS             HENRY
                               WILLIAMS             SHEILA
    REGION CODE    ADDRESS   : 18588 LOCKSLEY STREET
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92128
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,762.51  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,237.49  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031840457     MORTGAGORS: KINNEY               ROBERT
                               KINNEY               MARY JO
    REGION CODE    ADDRESS   : 2126 ARALIA STREET
        01         CITY      :    NEWPORT BEACH
                   STATE/ZIP : CA  92660
    MORTGAGE AMOUNT :   380,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    380,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,464.67  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 73.07692
    ----------------------------------------------------------------
0   0031840671     MORTGAGORS: SPEAKMAN             RON
                               SPEAKMAN             WENDY
    REGION CODE    ADDRESS   : 285 CAMARILLO DRIVE
        01         CITY      :    (CAMARILLO AREA)
                   STATE/ZIP : CA  93010
    MORTGAGE AMOUNT :   420,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    419,672.35  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,865.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 73.68400
    ----------------------------------------------------------------
0   0031840705     MORTGAGORS: VERA                 EDWARD
                               VERA                 CAMELIA
    REGION CODE    ADDRESS   : 416 DAROCA AVENUE
        01         CITY      :    SAN GABRIEL
                   STATE/ZIP : CA  91775
    MORTGAGE AMOUNT :   246,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    245,808.09  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,678.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.35500
    ----------------------------------------------------------------
0   0031840739     MORTGAGORS: HUCKEMEYER           DANIEL
                               HUCKEMEYER           LISA
    REGION CODE    ADDRESS   : 27927 NORTH BROOKDALE COURT
        01         CITY      :    VALENCIA
                   STATE/ZIP : CA  91354
    MORTGAGE AMOUNT :   244,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,814.33  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,685.25  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,610,000.00
                               P & I AMT:     10,930.72
                               UPB AMT:   1,609,057.28

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          275
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031840747     MORTGAGORS: ENGLISH              TIMOTHY

    REGION CODE    ADDRESS   : 3121 FREDERICK STREET
        01         CITY      :    SANTA MONICA
                   STATE/ZIP : CA  90405
    MORTGAGE AMOUNT :   321,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    321,249.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,193.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.64700
    ----------------------------------------------------------------
0   0031840754     MORTGAGORS: WISEMAN              LINN
                               WISEMAN              KARIN
    REGION CODE    ADDRESS   : 23221 CONTINENTAL DRIVE
        01         CITY      :    CANYON LAKE
                   STATE/ZIP : CA  92587
    MORTGAGE AMOUNT :   280,425.00  OPTION TO CONVERT :
    UNPAID BALANCE :    280,211.62  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,936.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 81.28260
    ----------------------------------------------------------------
0   0031840804     MORTGAGORS: SCHLAIS              WARNER
                               SCHLAIS              MONICA
    REGION CODE    ADDRESS   : 4 BUFFALO ROAD
        01         CITY      :    NORTH OAKS
                   STATE/ZIP : MN  55127
    MORTGAGE AMOUNT :   616,479.53  OPTION TO CONVERT :
    UNPAID BALANCE :    615,435.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,309.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   06/01/27
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 77.54400
    ----------------------------------------------------------------
0   0031840812     MORTGAGORS: HARDINGER            DAVID
                               HARDINGER            MARY
    REGION CODE    ADDRESS   : 3418 RIVER RIDGE CT NE
        01         CITY      :    CEDAR RAPIDS
                   STATE/ZIP : IA  52402
    MORTGAGE AMOUNT :   279,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    278,541.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,856.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 78.04100
    ----------------------------------------------------------------
0   0031840820     MORTGAGORS: WACHBRIT             MICHAEL
                               WACHBRIT             JILL
    REGION CODE    ADDRESS   : 11124 VIKING AVENUE
        01         CITY      :    NORTHRIDGE AREA
                   STATE/ZIP : CA  91326
    MORTGAGE AMOUNT :   245,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,808.87  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,671.34  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.03225
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,742,404.53
                               P & I AMT:     11,966.80
                               UPB AMT:   1,740,246.39

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          276
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031840838     MORTGAGORS: ROCHE                WILLIAM
                               HINTZ                JILL
    REGION CODE    ADDRESS   : 46 FOREST TRAIL
        01         CITY      :    MAHTOMEDI
                   STATE/ZIP : MN  55115
    MORTGAGE AMOUNT :   379,540.65  OPTION TO CONVERT :
    UNPAID BALANCE :    379,225.82  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,607.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   01/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 78.66100
    ----------------------------------------------------------------
0   0031840861     MORTGAGORS: TRUDEAU              SHERRY
                               TRUDEAU              DANIEL
    REGION CODE    ADDRESS   : 1298 INGERSON ROAD
        01         CITY      :    ARDEN HILLS
                   STATE/ZIP : MN  55112
    MORTGAGE AMOUNT :   299,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,207.23  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,993.92  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031840911     MORTGAGORS: HELLER               ALLEN
                               HELLER               ELIZABETH
    REGION CODE    ADDRESS   : 6 HUNTERS RIDGE
        01         CITY      :    WOODBRIDGE
                   STATE/ZIP : CT  06525
    MORTGAGE AMOUNT :   399,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    398,996.16  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,757.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 76.93641
    ----------------------------------------------------------------
0   0031840952     MORTGAGORS: SOLIMAN              IHAB
                               SOLIMAN              MAGDA
    REGION CODE    ADDRESS   : 23931 STILLWATER LANE
        01         CITY      :    LAGUNA NIGUEL
                   STATE/ZIP : CA  92677
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,771.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,072.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031840960     MORTGAGORS: AMRUTHKUMAR          HAROLD
                               AMRUTHKUMAR          IRENE
    REGION CODE    ADDRESS   : 4950 ARIANO DRIVE
        01         CITY      :    CYPRESS
                   STATE/ZIP : CA  90630
    MORTGAGE AMOUNT :   345,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    344,730.87  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,353.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,723,540.65
                               P & I AMT:     11,785.22
                               UPB AMT:   1,721,931.80

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          277
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031841059     MORTGAGORS: LEAHY                CHRISTOPHER
                               LEAHY                LORI
    REGION CODE    ADDRESS   : 4748 EAST SOMERTON AVENUE
        01         CITY      :    ORANGE
                   STATE/ZIP : CA  92867
    MORTGAGE AMOUNT :   293,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    292,876.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,024.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 73.27500
    ----------------------------------------------------------------
0   0031841067     MORTGAGORS: SANDHU               GURDIAL
                               SANDHU               RAJINDER
    REGION CODE    ADDRESS   : 1720 LA LUNA COURT
        01         CITY      :    SAN LUIS OBISPO
                   STATE/ZIP : CA  93405
    MORTGAGE AMOUNT :   258,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    258,703.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,788.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 59.79214
    ----------------------------------------------------------------
0   0031841257     MORTGAGORS: DAVIDSON             DANIEL

    REGION CODE    ADDRESS   : 1454 SEA RIDGE DRIVE
        01         CITY      :    NEWPORT BEACH
                   STATE/ZIP : CA  92660
    MORTGAGE AMOUNT :   375,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    374,700.11  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,526.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 53.19100
    ----------------------------------------------------------------
0   0031841265     MORTGAGORS: YEARBY               BOBBY
                               YEARBY               LINDA
    REGION CODE    ADDRESS   : 25351 NORTH GOLD RIDGE DRIVE
        01         CITY      :    CASTRO VALLEY
                   STATE/ZIP : CA  94552
    MORTGAGE AMOUNT :   341,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    341,233.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,329.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 73.91700
    ----------------------------------------------------------------
0   0031841299     MORTGAGORS: SOIKKELI             M.
                               BARONE               DONALYN
    REGION CODE    ADDRESS   : 3132 BERKELEY CIRCLE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90026
    MORTGAGE AMOUNT :   250,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,999.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,685.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,518,700.00
                               P & I AMT:     10,354.27
                               UPB AMT:   1,517,513.58

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          278
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031841315     MORTGAGORS: THOMPSON             MICHAEL
                               THOMPSON             JEANETTE
    REGION CODE    ADDRESS   : 11721 CHERRY STREET
        01         CITY      :    LOS ALAMITOS
                   STATE/ZIP : CA  90720
    MORTGAGE AMOUNT :   262,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    261,800.64  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,809.57  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 61.64705
    ----------------------------------------------------------------
0   0031841356     MORTGAGORS: KASLER               WILLIAM
                               KASLER               JOAN
    REGION CODE    ADDRESS   : 30 CYPRESS WAY
        01         CITY      :    ROLLING HILLS ESTATES
                   STATE/ZIP : CA  90274
    MORTGAGE AMOUNT :   254,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,546.28  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,716.30  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 63.84700
    ----------------------------------------------------------------
0   0031841414     MORTGAGORS: LOVE                 LOREN
                               WAREN                REBECCA
    REGION CODE    ADDRESS   : 216 EAST BAY AVENUE
        01         CITY      :    NEWPORT BEACH
                   STATE/ZIP : CA  92660
    MORTGAGE AMOUNT :   396,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    395,975.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,636.60  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 67.74300
    ----------------------------------------------------------------
0   0031841430     MORTGAGORS: COHEN                FREDERICK
                               COHEN                CYNTHIA
    REGION CODE    ADDRESS   : 17 ASHTON
        01         CITY      :    MISSION VIEJO
                   STATE/ZIP : CA  92692
    MORTGAGE AMOUNT :   415,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    414,699.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,937.35  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 78.30100
    ----------------------------------------------------------------
0   0031841448     MORTGAGORS: STUART               ROBERT
                               STUART               LORI
    REGION CODE    ADDRESS   : 240&240 1/2 QUINCY AVENUE
        01         CITY      :    LONG BEACH
                   STATE/ZIP : CA  90803
    MORTGAGE AMOUNT :   315,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    314,760.31  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,175.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.14500
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,643,050.00
                               P & I AMT:     11,275.45
                               UPB AMT:   1,641,782.01

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          279
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031841471     MORTGAGORS: OHM                  GARY
                               OHM                  LISA
    REGION CODE    ADDRESS   : 5452 N LOWELL
        01         CITY      :    CHICAGO
                   STATE/ZIP : IL  60646
    MORTGAGE AMOUNT :   356,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    356,528.50  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,464.33  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031841489     MORTGAGORS: CURCIO               TIMOTHY
                               CURCIO               PAULA
    REGION CODE    ADDRESS   : 11941 MALLOT PLACE
        01         CITY      :    LOS ANGELES GRANADA HILLS
                   STATE/ZIP : CA  91344
    MORTGAGE AMOUNT :   308,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    307,765.64  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,127.28  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 68.44444
    ----------------------------------------------------------------
0   0031841547     MORTGAGORS: CHU                  YUH-YI
                               LIU                  ANGELA
    REGION CODE    ADDRESS   : 11830 EDDLESTON DRIVE
        01         CITY      :    LOS ANGELES,NORTHRIDGE AR
                   STATE/ZIP : CA  91326
    MORTGAGE AMOUNT :   292,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    291,777.80  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,016.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 71.21951
    ----------------------------------------------------------------
0   0031841570     MORTGAGORS: JONES                KENNETH
                               JONES                PATRICIA
    REGION CODE    ADDRESS   : 424 VIRGINIA STREET
        01         CITY      :    EL SEGUNDO
                   STATE/ZIP : CA  90245
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,794.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,864.83  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 71.05200
    ----------------------------------------------------------------
0   0031841588     MORTGAGORS: SULIT                JEOPHREY
                               SULIT                LUCY
    REGION CODE    ADDRESS   : 7765 SALIX PLACE
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92129
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,773.17  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,773.71  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.41176
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,496,800.00
                               P & I AMT:     10,246.93
                               UPB AMT:   1,495,639.65

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          280
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031841604     MORTGAGORS: KRAMER               DAVID
                               KRAMER               JEANNE
    REGION CODE    ADDRESS   : 4630 FAIRLANE STREET
        01         CITY      :    ACTON AREA
                   STATE/ZIP : CA  93510
    MORTGAGE AMOUNT :   251,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,183.55  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,630.58  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 86.68965
    ----------------------------------------------------------------
0   0031841638     MORTGAGORS: ZIOLKOWSKI           CHARLES
                               ZIOLKOWSKI           YVETTE
    REGION CODE    ADDRESS   : 5422 PRAIRIE LOOP
        01         CITY      :    PLACERVILLE
                   STATE/ZIP : CA  95667
    MORTGAGE AMOUNT :   362,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    361,724.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,500.25  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 72.40000
    ----------------------------------------------------------------
0   0031841679     MORTGAGORS: NEUFELD              DONN
                               NEUFELD              MARY
    REGION CODE    ADDRESS   : 1887 PRAED STREET
        01         CITY      :    RIVERSIDE AREA COUNTY OF
                   STATE/ZIP : CA  92503
    MORTGAGE AMOUNT :   241,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    240,811.99  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,644.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.01600
    ----------------------------------------------------------------
0   0031842073     MORTGAGORS: RUSSO-LARSSON        THEODOR
                               RUSSO-LARSSON        GAIL
    REGION CODE    ADDRESS   : 1812 PORT STANHOPE PLACE
        01         CITY      :    NEWPORT BEACH
                   STATE/ZIP : CA  92660
    MORTGAGE AMOUNT :   350,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    349,697.21  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,387.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 60.92254
    ----------------------------------------------------------------
0   0031842099     MORTGAGORS: STAHLY               LARRY
                               STAHLY               GLORIA
    REGION CODE    ADDRESS   : 1290 SPANISH CAMP ROAD
        01         CITY      :    PASO ROBLES
                   STATE/ZIP : CA  93446
    MORTGAGE AMOUNT :   285,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    284,691.71  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,920.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 76.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,489,400.00
                               P & I AMT:     10,082.60
                               UPB AMT:   1,488,109.00

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          281
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031842180     MORTGAGORS: TURNER               JAMES
                               HEINEMAN             BARBARA
    REGION CODE    ADDRESS   : 1020 HELM LANE
        01         CITY      :    FOSTER CITY
                   STATE/ZIP : CA  94404
    MORTGAGE AMOUNT :   285,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    284,793.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,848.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 58.76288
    ----------------------------------------------------------------
0   0031842222     MORTGAGORS: GOLDSTEIN            BENSON
                               GOLDSTEIN            LINDA
    REGION CODE    ADDRESS   : 25342 JOYCE PLACE
        01         CITY      :    STEVENSON RANCH
                   STATE/ZIP : CA  91381
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,768.39  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,264.94  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031842255     MORTGAGORS: DEFORD               GEORGE
                               DEFORD               KATHY
    REGION CODE    ADDRESS   : 29 RED ROCK LANE
        01         CITY      :    LAGUNA NIGUEL
                   STATE/ZIP : CA  92677
    MORTGAGE AMOUNT :   261,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,806.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,824.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 72.50000
    ----------------------------------------------------------------
0   0031842321     MORTGAGORS: FLORES               PAUL
                               FLORES               KAREN
    REGION CODE    ADDRESS   : 1054 VIA VERA CRUZ
        01         CITY      :    SAN MARCOS
                   STATE/ZIP : CA  92069
    MORTGAGE AMOUNT :   254,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,201.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,735.46  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 89.97602
    ----------------------------------------------------------------
0   0031842412     MORTGAGORS: BAKER                DAVID
                               BAKER                EILEEN
    REGION CODE    ADDRESS   : 2108 SUNSPRITE DRIVE
        01         CITY      :    UNION CITY
                   STATE/ZIP : CA  94587
    MORTGAGE AMOUNT :   305,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    304,743.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,003.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.98993
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,425,400.00
                               P & I AMT:      9,677.49
                               UPB AMT:   1,424,313.71

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          282
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031842420     MORTGAGORS: AZAR                 MICHAEL
                               WANG                 HUI-CHI
    REGION CODE    ADDRESS   : 32716 SOUTH FOLKLORE LOOP
        01         CITY      :    UNION CITY
                   STATE/ZIP : CA  94587
    MORTGAGE AMOUNT :   307,550.00  OPTION TO CONVERT :
    UNPAID BALANCE :    307,291.62  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,020.39  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.98990
    ----------------------------------------------------------------
0   0031842453     MORTGAGORS: ZHANG                YONG
                               LIU                  MEI
    REGION CODE    ADDRESS   : 6 HOLTZ COURT
        01         CITY      :    ALAMEDA
                   STATE/ZIP : CA  94501
    MORTGAGE AMOUNT :   269,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,089.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,837.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.98431
    ----------------------------------------------------------------
0   0031842479     MORTGAGORS: FROLICH              CURTIS
                               KEARN-FROLICH        ESTHER
    REGION CODE    ADDRESS   : 5005 ZINFANDEL LANE
        01         CITY      :    VALLEJO
                   STATE/ZIP : CA  94591
    MORTGAGE AMOUNT :   253,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    253,052.43  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,727.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 89.98900
    ----------------------------------------------------------------
0   0031842594     MORTGAGORS: SHRUM-BROWN          JOAN

    REGION CODE    ADDRESS   : 994 BLUEBIRD CANYON DRIVE
        01         CITY      :    LAGUNA BEACH
                   STATE/ZIP : CA  92651
    MORTGAGE AMOUNT :   304,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    303,762.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,073.82  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 57.90400
    ----------------------------------------------------------------
0   0031842628     MORTGAGORS: MCLENDON             MADELEINE

    REGION CODE    ADDRESS   : 1871 CATALINA STREET
        01         CITY      :    LAGUNA BEACH
                   STATE/ZIP : CA  92651
    MORTGAGE AMOUNT :   377,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    376,424.50  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,603.85  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 50.26600
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,511,100.00
                               P & I AMT:     10,262.79
                               UPB AMT:   1,509,621.31

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          283
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031842651     MORTGAGORS: CHAUHAN              SATISH
                               CHAUHAN              VEENA
    REGION CODE    ADDRESS   : 2125 QUINTARA STREET
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94116
    MORTGAGE AMOUNT :   283,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    282,762.25  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,859.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 76.48648
    ----------------------------------------------------------------
0   0031842669     MORTGAGORS: YOUNG                JAMES
                               YOUNG                SHERYL
    REGION CODE    ADDRESS   : 3500 LAWTON STREET
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94122
    MORTGAGE AMOUNT :   289,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    288,785.52  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,020.73  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 77.06600
    ----------------------------------------------------------------
0   0031842685     MORTGAGORS: PABLO                EDMUNDO
                               LEAGUE-PABLO         DAWN
    REGION CODE    ADDRESS   : 1922 ULUWEHI PLACE
        01         CITY      :    HONOLULU
                   STATE/ZIP : HI  96822
    MORTGAGE AMOUNT :   359,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    358,424.12  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,418.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 82.52800
    ----------------------------------------------------------------
0   0031842719     MORTGAGORS: DARTY                GREGORY
                               DARTY                DIANA
    REGION CODE    ADDRESS   : 4221 MONTEITH DRIVE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90043
    MORTGAGE AMOUNT :   356,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    355,735.80  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,489.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.11100
    ----------------------------------------------------------------
0   0031842776     MORTGAGORS: BELFER               MILTON
                               BELFER               CHERYL
    REGION CODE    ADDRESS   : 1640 ALDERCREEK PLACE
        01         CITY      :    WESTLAKE VILLAGE
                   STATE/ZIP : CA  91362
    MORTGAGE AMOUNT :   650,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    649,480.21  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,379.17  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 67.56756
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,937,000.00
                               P & I AMT:     13,166.86
                               UPB AMT:   1,935,187.90

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          284
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031842784     MORTGAGORS: LAGACE               ADELAIDA

    REGION CODE    ADDRESS   : 664 VANESSA DRIVE
        01         CITY      :    SAN MATEO
                   STATE/ZIP : CA  94402
    MORTGAGE AMOUNT :   303,750.00  OPTION TO CONVERT :
    UNPAID BALANCE :    303,507.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,046.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031842842     MORTGAGORS: WALLACE              ARNOLD
                               WALLACE              ANN
    REGION CODE    ADDRESS   : 2860 WOODSTOCK ROAD
        01         CITY      :    SANTA YNEZ
                   STATE/ZIP : CA  93460
    MORTGAGE AMOUNT :   515,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    514,627.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,645.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 72.53500
    ----------------------------------------------------------------
0   0031842875     MORTGAGORS: BERTONI              SAM
                               BERTONI              LINDSEY
    REGION CODE    ADDRESS   : 1836 TAHITI DRIVE
        01         CITY      :    COSTA MESA
                   STATE/ZIP : CA  92626
    MORTGAGE AMOUNT :   321,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    321,349.12  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,193.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031842925     MORTGAGORS: WRIGHT               DOUGLAS
                               WRIGHT               ARLENE
    REGION CODE    ADDRESS   : 12540 ALLENDALE CIRCLE
        01         CITY      :    FORT MEYERS
                   STATE/ZIP : FL  33912
    MORTGAGE AMOUNT :   252,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    251,798.47  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,697.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031843832     MORTGAGORS: FAULKNER             TODD
                               FAULKNER             STEPHANIE
    REGION CODE    ADDRESS   : 1345 WEST VALLEY VIEW DRIVE
        01         CITY      :    FULLERTON
                   STATE/ZIP : CA  92833
    MORTGAGE AMOUNT :   254,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    253,592.55  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,711.25  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 64.30300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,646,350.00
                               P & I AMT:     11,294.47
                               UPB AMT:   1,644,874.50

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          285
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031843881     MORTGAGORS: GIBSON               THOMAS
                               GIBSON               RONNA
    REGION CODE    ADDRESS   : 718 HUERTA VERDE ROAD
        01         CITY      :    GLENDORA
                   STATE/ZIP : CA  91741
    MORTGAGE AMOUNT :   292,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    291,828.20  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,020.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 78.00000
    ----------------------------------------------------------------
0   0031843931     MORTGAGORS: SOTO                 WILLIAM
                               SOTO                 DENISE
    REGION CODE    ADDRESS   : 27 GOLDEN STAR
        01         CITY      :    IRVINE
                   STATE/ZIP : CA  92604
    MORTGAGE AMOUNT :   310,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    309,745.89  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,062.44  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 74.69879
    ----------------------------------------------------------------
0   0031844210     MORTGAGORS: FEINBERG             COLMAN
                               FEINBERG             SHIRLEY
    REGION CODE    ADDRESS   : 11332 WESTLAND CIRCLE
        01         CITY      :    BOYNTON BEACH
                   STATE/ZIP : FL  33437
    MORTGAGE AMOUNT :   344,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    344,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,288.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031844442     MORTGAGORS: BROWN                MICHAEL

    REGION CODE    ADDRESS   : 108 TURNBERRY ROAD
        01         CITY      :    HALF MOON  BAY
                   STATE/ZIP : CA  94019
    MORTGAGE AMOUNT :   308,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    307,759.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,101.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 64.16600
    ----------------------------------------------------------------
0   0031844889     MORTGAGORS: STOLBERG             HOWARD
                               STOLBERG             LINDA
    REGION CODE    ADDRESS   : 2288 AVALON DRIVE
        01         CITY      :    BUFFALO GROVE
                   STATE/ZIP : IL  60089
    MORTGAGE AMOUNT :   290,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    290,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,905.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 75.60300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,544,500.00
                               P & I AMT:     10,377.51
                               UPB AMT:   1,543,333.81

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          286
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031844988     MORTGAGORS: FRENES               WILLIAM
                               FRENES               MICKEY
    REGION CODE    ADDRESS   : 1065 VIA VERA CRUZ
        01         CITY      :    SAN MARCOS
                   STATE/ZIP : CA  92069
    MORTGAGE AMOUNT :   267,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,680.40  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,782.35  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
0   0031845043     MORTGAGORS: LEE                  JEFFREY
                               LEE                  LAURA
    REGION CODE    ADDRESS   : 32675 FOXGLOVE WAY
        01         CITY      :    UNION CITY
                   STATE/ZIP : CA  94587
    MORTGAGE AMOUNT :   349,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    348,727.74  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,380.80  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.98130
    ----------------------------------------------------------------
0   0031845076     MORTGAGORS: SINGH                PREETJIT
                               SINGH                DUPINDERJIT
    REGION CODE    ADDRESS   : 32732 SOUTH FOLKLORE LOOP
        01         CITY      :    UNION CITY
                   STATE/ZIP : CA  94587
    MORTGAGE AMOUNT :   292,650.00  OPTION TO CONVERT :
    UNPAID BALANCE :    292,398.03  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,898.13  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 79.98873
    ----------------------------------------------------------------
0   0031845159     MORTGAGORS: SCHLESINGER          JEFFREY
                               SCHLESINGER          ELIZABETH
    REGION CODE    ADDRESS   : 442 RIVER ROCK COURT
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95136
    MORTGAGE AMOUNT :   335,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    334,732.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,256.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 77.90697
    ----------------------------------------------------------------
0   0031845332     MORTGAGORS: SCHMIDT              LARRY

    REGION CODE    ADDRESS   : 7710 RAY NASH DRIVE NW
        01         CITY      :    GIG HARBOR
                   STATE/ZIP : WA  98335
    MORTGAGE AMOUNT :   358,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    357,734.31  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,503.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 79.91000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,602,550.00
                               P & I AMT:     10,821.43
                               UPB AMT:   1,601,272.58

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          287
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031845522     MORTGAGORS: BERRY                ALEXANDER
                               BERRY                NANCY
    REGION CODE    ADDRESS   : 557 21ST STREET
        01         CITY      :    MANHATTAN BEACH
                   STATE/ZIP : CA  90266
    MORTGAGE AMOUNT :   582,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    581,922.61  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,874.72  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031846058     MORTGAGORS: CHOW                 DANNY
                               MARTIN               MARILOU
    REGION CODE    ADDRESS   : 19031 BRITTANY PLACE
        01         CITY      :    ROWLAND HEIGHTS AREA
                   STATE/ZIP : CA  91748
    MORTGAGE AMOUNT :   332,700.00  OPTION TO CONVERT :
    UNPAID BALANCE :    332,433.94  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,241.47  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.99500
    ----------------------------------------------------------------
0   0031846090     MORTGAGORS: MIYATA               DAISHIRO
                               MIYATA               ELIZABETH
    REGION CODE    ADDRESS   : 726 KALANIPUU STREET
        01         CITY      :    HONOLULU
                   STATE/ZIP : HI  96825
    MORTGAGE AMOUNT :   330,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    330,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,031.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.25000  PRODUCT CODE      :   002
    LTV :                 61.33800
    ----------------------------------------------------------------
0   0031846173     MORTGAGORS: KUFNER               RONALD
                               KUFNER               M
    REGION CODE    ADDRESS   : 4441 ETTENMOOR LANE S.W.
        01         CITY      :    ROCHESTER
                   STATE/ZIP : MN  55902
    MORTGAGE AMOUNT :   373,913.83  OPTION TO CONVERT :
    UNPAID BALANCE :    373,558.14  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,653.70  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   02/01/26
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 78.71800
    ----------------------------------------------------------------
0   0031846207     MORTGAGORS: BEUSSE               WALTER
                               BEUSSE               MARIE
    REGION CODE    ADDRESS   : 97 FOREST VIEW DRIVE
        01         CITY      :    ELGIN
                   STATE/ZIP : IL  60120
    MORTGAGE AMOUNT :   315,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    314,519.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,175.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 77.77700
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,934,013.83
                               P & I AMT:     12,977.39
                               UPB AMT:   1,932,433.84

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          288
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031846223     MORTGAGORS: HOFFMAN              JAMES
                               HOFFMAN              ANN
    REGION CODE    ADDRESS   : 325 INNES WAY
        01         CITY      :    CEDAR RAPIDS
                   STATE/ZIP : IA  52403
    MORTGAGE AMOUNT :   291,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    290,533.18  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,960.53  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 45.11600
    ----------------------------------------------------------------
0   0031847064     MORTGAGORS: GREGG                STEVEN
                               NIETO                ARISELDA
    REGION CODE    ADDRESS   : 1327 WEST SCHOOL STREET
        01         CITY      :    CHICAGO
                   STATE/ZIP : IL  60657
    MORTGAGE AMOUNT :   392,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    392,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,542.50  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 89.90800
    ----------------------------------------------------------------
0   0031847403     MORTGAGORS: SARTORE              RONALD
                               SARTORE              LYNN
    REGION CODE    ADDRESS   : 11511 EASTRIDGE PLACE
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92131
    MORTGAGE AMOUNT :   335,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    334,732.10  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,256.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 79.57244
    ----------------------------------------------------------------
0   0031847411     MORTGAGORS: HERSHEY              STEVEN
                               MCGRATH              KATHRYN
    REGION CODE    ADDRESS   : 102 GREGORY DRIVE
        01         CITY      :    FAIRFAX
                   STATE/ZIP : CA  94930
    MORTGAGE AMOUNT :   277,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    276,783.91  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,889.63  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 71.57600
    ----------------------------------------------------------------
0   0031847437     MORTGAGORS: JAKUBOVICH           LESLIE
                               JAKUBOVICH           EVA
    REGION CODE    ADDRESS   : 3645 CALLE JAZMIN
        01         CITY      :    CALABASAS
                   STATE/ZIP : CA  91302
    MORTGAGE AMOUNT :   327,950.00  OPTION TO CONVERT :
    UNPAID BALANCE :    327,700.46  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,265.07  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.99756
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,622,950.00
                               P & I AMT:     10,914.69
                               UPB AMT:   1,621,749.65

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          289
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031847502     MORTGAGORS: ESENSTEN             WILLIAM
                               ESENSTEN             EILEEN
    REGION CODE    ADDRESS   : 22989 BRENFORD STREET
        01         CITY      :    WOODLAND HILLS (AREA)
                   STATE/ZIP : CA  91364
    MORTGAGE AMOUNT :   315,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    314,741.80  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,095.70  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031847510     MORTGAGORS: SKROSS               JOHN

    REGION CODE    ADDRESS   : 4904 BARRON PARK DRIVE
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95136
    MORTGAGE AMOUNT :   276,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    275,603.67  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,859.46  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031847528     MORTGAGORS: ROZENDAHL            ERIC
                               SLATTERY             MARC
    REGION CODE    ADDRESS   : 3625-3627 LINCOLN WAY
        01         CITY      :    SAN FRANCISCO
                   STATE/ZIP : CA  94122
    MORTGAGE AMOUNT :   352,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    351,751.56  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,521.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031847536     MORTGAGORS: STERN                FRED
                               STERN                SUSAN
    REGION CODE    ADDRESS   : 11122 BLUE ALLIUM AVENUE
        01         CITY      :    FOUNTAIN VALLEY
                   STATE/ZIP : CA  92708
    MORTGAGE AMOUNT :   259,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,002.77  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,790.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031847544     MORTGAGORS: YEE                  GRANT
                               YEE                  CHRISTY
    REGION CODE    ADDRESS   : 25611 EASTWIND DRIVE
        01         CITY      :    DANA POINT
                   STATE/ZIP : CA  92629
    MORTGAGE AMOUNT :   346,950.00  OPTION TO CONVERT :
    UNPAID BALANCE :    346,665.60  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,308.27  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,549,150.00
                               P & I AMT:     10,575.43
                               UPB AMT:   1,547,765.40

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          290
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031847692     MORTGAGORS: NIGGL                DENNIS
                               NIGGL                BARBARA
    REGION CODE    ADDRESS   : 20 HUNTER,
        01         CITY      :    IRVINE,
                   STATE/ZIP : CA  92620
    MORTGAGE AMOUNT :   284,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    283,789.23  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,985.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031847700     MORTGAGORS: LAS COLA             JAMES
                               LAS COLA             AMY
    REGION CODE    ADDRESS   : 27706 HOMESTEAD ROAD
        01         CITY      :    LAGUNA NIGUEL,
                   STATE/ZIP : CA  92677
    MORTGAGE AMOUNT :   247,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,596.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,648.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.99000
    ----------------------------------------------------------------
0   0031847759     MORTGAGORS: MCNIFF               JOSEPH
                               MCNIFF               LISA
    REGION CODE    ADDRESS   : 5286 JOMAR DRIVE
        01         CITY      :    CONCORD
                   STATE/ZIP : CA  94521
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,809.44  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,934.31  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 79.41176
    ----------------------------------------------------------------
0   0031847825     MORTGAGORS: DILLON               KATHLEEN

    REGION CODE    ADDRESS   : 1117 OAK STREET,
        01         CITY      :    SANTA MONICA,
                   STATE/ZIP : CA  90405
    MORTGAGE AMOUNT :   257,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    257,313.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,822.57  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 60.44601
    ----------------------------------------------------------------
0   0031847981     MORTGAGORS: GOODMAN              RONALD
                               GOODMAN              CYNTHIA
    REGION CODE    ADDRESS   : 6791 STONEBRIDGE COURT
        01         CITY      :    WEST BLOOMFIELD
                   STATE/ZIP : MI  48322
    MORTGAGE AMOUNT :   312,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    311,301.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,181.55  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 68.57100
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,371,300.00
                               P & I AMT:      9,572.82
                               UPB AMT:   1,369,810.18

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          291
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031848013     MORTGAGORS: RAUDENBUSH           STEPHEN
                               RAUDENBUSH           STELLA
    REGION CODE    ADDRESS   : 7 HARVARD PLACE
        01         CITY      :    ANN ARBOR
                   STATE/ZIP : MI  48104
    MORTGAGE AMOUNT :   332,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    331,802.74  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,326.99  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031848047     MORTGAGORS: JUTTON               ROBERT
                               JUTTON               SUZANNE
    REGION CODE    ADDRESS   : 4 TACONIC VIEW COURT
        01         CITY      :    LAGRANGEVILLE
                   STATE/ZIP : NY  12540
    MORTGAGE AMOUNT :   340,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    339,440.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,262.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 64.43600
    ----------------------------------------------------------------
0   0031848062     MORTGAGORS: BRYCE                NEAL
                               BRYCE                DELORES
    REGION CODE    ADDRESS   : 11 CROWN HILL ROAD
        01         CITY      :    WAPPINGERS FALLS
                   STATE/ZIP : NY  12590
    MORTGAGE AMOUNT :   243,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    242,253.54  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,678.35  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031849771     MORTGAGORS: GRESS                RONALD
                               GRESS                BESSIE
    REGION CODE    ADDRESS   : 4036 VIA SOLANO
        01         CITY      :    PALOS VERDES ESTATES
                   STATE/ZIP : CA  90274
    MORTGAGE AMOUNT :   370,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    369,689.15  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,430.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 62.18400
    ----------------------------------------------------------------
0   0031849789     MORTGAGORS: FRENCH               BARBARA

    REGION CODE    ADDRESS   : 213 CALIFORNIA AVENUE
        01         CITY      :    MILL VALLEY
                   STATE/ZIP : CA  94941
    MORTGAGE AMOUNT :   368,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    367,719.98  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,541.69  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,653,800.00
                               P & I AMT:     11,239.70
                               UPB AMT:   1,650,906.39

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          292
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031849797     MORTGAGORS: ARNOLD               ROSS
                               ARNOLD               AGI
    REGION CODE    ADDRESS   : 1910 N VAN NESS AVENUE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90068
    MORTGAGE AMOUNT :   285,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    285,282.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,971.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 78.65013
    ----------------------------------------------------------------
0   0031849995     MORTGAGORS: KRONQUIST            STACEY

    REGION CODE    ADDRESS   : 628 26TH STREET
        01         CITY      :    MANHATTAN BEACH
                   STATE/ZIP : CA  90266
    MORTGAGE AMOUNT :   306,450.00  OPTION TO CONVERT :
    UNPAID BALANCE :    306,204.93  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,064.62  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 68.10000
    ----------------------------------------------------------------
0   0031850118     MORTGAGORS: CAMBRA               ROBERT
                               CAMBRA               CHARLENE
    REGION CODE    ADDRESS   : 1586 ALA NAPUNANI STREET
        01         CITY      :    HONOLULU
                   STATE/ZIP : HI  96818
    MORTGAGE AMOUNT :   432,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    431,628.06  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,801.94  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031850233     MORTGAGORS: KOSSAK               DENNIS

    REGION CODE    ADDRESS   : 211 PALM DRIVE
        01         CITY      :    PIEDMONT
                   STATE/ZIP : CA  94610
    MORTGAGE AMOUNT :   407,800.00  OPTION TO CONVERT :
    UNPAID BALANCE :    407,457.39  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,678.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.98431
    ----------------------------------------------------------------
0   0031851066     MORTGAGORS: GARRON               ARNOLD

    REGION CODE    ADDRESS   : 9 MEADOW LANE
        01         CITY      :    NEWTON
                   STATE/ZIP : CT  06470
    MORTGAGE AMOUNT :   247,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,082.95  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,625.90  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,679,250.00
                               P & I AMT:     11,143.30
                               UPB AMT:   1,677,656.09

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          293
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031851074     MORTGAGORS: DEMAMBRO             GEORGE
                               DEMAMBRO             JANIS
    REGION CODE    ADDRESS   : 63 PETER BULKELEY ROAD
        01         CITY      :    CONCORD
                   STATE/ZIP : MA  01742
    MORTGAGE AMOUNT :   368,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    367,215.76  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,636.40  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 73.16100
    ----------------------------------------------------------------
0   0031851090     MORTGAGORS: LEVINE               DAVID
                               SCHAEFFER            RENEE
    REGION CODE    ADDRESS   : 21 LAKE GILEAD RD
        01         CITY      :    CARMEL
                   STATE/ZIP : NY  10512
    MORTGAGE AMOUNT :   280,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,572.57  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,933.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 50.90900
    ----------------------------------------------------------------
0   0031851108     MORTGAGORS: CANDELA              ANTHONY
                               CANDELA              BERNADETTE
    REGION CODE    ADDRESS   : 1013 BALFOUR
        01         CITY      :    GROSSE PTE PARK
                   STATE/ZIP : MI  48230
    MORTGAGE AMOUNT :   250,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    249,608.77  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,705.44  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 62.50000
    ----------------------------------------------------------------
0   0031851116     MORTGAGORS: WOLOSZYN             ROBERT
                               WOLOSZYN             KAREN
    REGION CODE    ADDRESS   : 4049 OAK TREE CIRCLE
        01         CITY      :    OAKLAND TOWNSHIP
                   STATE/ZIP : MI  48306
    MORTGAGE AMOUNT :   350,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    349,478.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,447.25  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 78.88200
    ----------------------------------------------------------------
0   0031851132     MORTGAGORS: CHAMBERLAIN          BRADLEY

    REGION CODE    ADDRESS   : 2950 S M-52
        01         CITY      :    OWOSSO
                   STATE/ZIP : MI  48867
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,096.97  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,097.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 57.14200
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,548,000.00
                               P & I AMT:     10,820.62
                               UPB AMT:   1,544,972.95

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          294
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031851140     MORTGAGORS: WILSON               ROBERT
                               WILSON               ELIZABETH
    REGION CODE    ADDRESS   : 3033 OVERRIDGE
        01         CITY      :    ANN ARBOR
                   STATE/ZIP : MI  48104
    MORTGAGE AMOUNT :   367,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    367,240.63  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,632.81  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031851199     MORTGAGORS: SOLTAU               JAMES
                               SOLTAU               CLAUDIA
    REGION CODE    ADDRESS   : 6670 KENNESAW
        01         CITY      :    CANTON
                   STATE/ZIP : MI  48188
    MORTGAGE AMOUNT :   272,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    271,122.18  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,832.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   07/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 85.00000
    ----------------------------------------------------------------
0   0031851207     MORTGAGORS: SIGEL                GEORGE
                               SIGEL                JOANNA
    REGION CODE    ADDRESS   : 76 BEECH STREET
        01         CITY      :    NORWOOD,
                   STATE/ZIP : MA  02062
    MORTGAGE AMOUNT :   441,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    440,610.65  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,087.73  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031851561     MORTGAGORS: IKONOMOU             MICHAEL
                               IKONOMOU             HELEN
    REGION CODE    ADDRESS   : 28 CREST VIEW DRIVE
        01         CITY      :    WOODBRIDGE
                   STATE/ZIP : CT  06525
    MORTGAGE AMOUNT :   263,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    262,789.68  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,771.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 64.14600
    ----------------------------------------------------------------
0   0031852692     MORTGAGORS: BROZ                 KENNETH
                               BROZ                 PARTICIA
    REGION CODE    ADDRESS   : 5290 MOSS LANE
        01         CITY      :    GRANITE BAY
                   STATE/ZIP : CA  95746
    MORTGAGE AMOUNT :   555,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    553,887.59  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,417.24  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.25000  PRODUCT CODE      :   002
    LTV :                 73.50900
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,899,100.00
                               P & I AMT:     12,742.17
                               UPB AMT:   1,895,650.73

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          295
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031852742     MORTGAGORS: PARKER               BRIAN
                               PARKER               KIM
    REGION CODE    ADDRESS   : 31961 EAST NINE DRIVE
        01         CITY      :    LAGUNA NIGUEL
                   STATE/ZIP : CA  92677
    MORTGAGE AMOUNT :   315,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    314,772.01  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,229.55  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 66.31500
    ----------------------------------------------------------------
0   0031852783     MORTGAGORS: DOBOS                DAVID
                               DOBOS                MARGARET
    REGION CODE    ADDRESS   : 18 PHEASANT LANE
        01         CITY      :    ALISO VIEJO
                   STATE/ZIP : CA  92656
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,754.09  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,995.91  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031853484     MORTGAGORS: CONFETTI             KEVIN
                               CONFETTI             SUSAN
    REGION CODE    ADDRESS   : 5311 VISTA POINT COURT
        01         CITY      :    CONCORD
                   STATE/ZIP : CA  94521
    MORTGAGE AMOUNT :   312,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    311,744.26  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,075.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031853633     MORTGAGORS: OHREN                NORM
                               OHREN                SHIRLEY
    REGION CODE    ADDRESS   : 1457 LYNNMERE DRIVE
        01         CITY      :    THOUSAND OAKS
                   STATE/ZIP : CA  91360
    MORTGAGE AMOUNT :   451,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    451,500.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,003.84  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.07180
    ----------------------------------------------------------------
0   0031854540     MORTGAGORS: FADULE               JOHN
                               FADULE               ELIZABETH
    REGION CODE    ADDRESS   : 21891 CONSTANCIA
        01         CITY      :    MISSION VIEJO
                   STATE/ZIP : CA  92692
    MORTGAGE AMOUNT :   308,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    308,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,972.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 78.97400
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,686,500.00
                               P & I AMT:     11,277.20
                               UPB AMT:   1,685,770.36

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          296
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031854631     MORTGAGORS: RASMUSSEN            ROBERT
                               RASMUSSEN            LORIE
    REGION CODE    ADDRESS   : 725 MONTEREY AVENUE
        01         CITY      :    CAPITOLA
                   STATE/ZIP : CA  95010
    MORTGAGE AMOUNT :   272,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    272,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,741.65  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031854847     MORTGAGORS: REBELLO              EDWARD
                               REBELLA              LISA
    REGION CODE    ADDRESS   : 1401 BRIARBERRY LANE
        01         CITY      :    GILROY
                   STATE/ZIP : CA  95020
    MORTGAGE AMOUNT :   282,950.00  OPTION TO CONVERT :
    UNPAID BALANCE :    282,482.57  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,930.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 89.99653
    ----------------------------------------------------------------
0   0031854888     MORTGAGORS: LY                   BOI
                               LY                   TRONG
    REGION CODE    ADDRESS   : 32674 FOXGLOVE WAY
        01         CITY      :    UNION CITY
                   STATE/ZIP : CA  94587
    MORTGAGE AMOUNT :   311,450.00  OPTION TO CONVERT :
    UNPAID BALANCE :    311,181.85  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,020.06  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 79.99003
    ----------------------------------------------------------------
0   0031854904     MORTGAGORS: KOO                  VERA
                               HUANG                SIMON
    REGION CODE    ADDRESS   : 32666 FOXGLOVE WAY
        01         CITY      :    UNION CITY
                   STATE/ZIP : CA  94587
    MORTGAGE AMOUNT :   336,150.00  OPTION TO CONVERT :
    UNPAID BALANCE :    335,874.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,236.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 79.98334
    ----------------------------------------------------------------
0   0031854920     MORTGAGORS: MEYYAPPAN            VINAITHEERTHAN
                               CHIDAMBARAM          ALAMELU
    REGION CODE    ADDRESS   : 32704 COLORBURST COURT
        01         CITY      :    UNION CITY
                   STATE/ZIP : CA  94587
    MORTGAGE AMOUNT :   258,150.00  OPTION TO CONVERT :
    UNPAID BALANCE :    257,933.11  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,695.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.98900
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,460,700.00
                               P & I AMT:      9,624.22
                               UPB AMT:   1,459,471.98

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          297
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031855042     MORTGAGORS: PEROTTI              DAVID
                               PEROTTI              KIMBERLY
    REGION CODE    ADDRESS   : 355 WOODWARD AVENUE
        01         CITY      :    PENNGROVE
                   STATE/ZIP : CA  94951
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,762.51  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,237.49  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031855547     MORTGAGORS: CLEMENTS             WILLIAM
                               CLEMENTS             LOIS
    REGION CODE    ADDRESS   : 290 RIVERWOOD STREET
        01         CITY      :    RICHLAND
                   STATE/ZIP : WA  99352
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,741.71  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,945.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 76.53000
    ----------------------------------------------------------------
0   0031855794     MORTGAGORS: MCCRACKEN            GAIL

    REGION CODE    ADDRESS   : 13375 HADDON DR
        01         CITY      :    FENTON
                   STATE/ZIP : MI  48430
    MORTGAGE AMOUNT :   298,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    297,761.70  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,007.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 60.81600
    ----------------------------------------------------------------
0   0031855810     MORTGAGORS: MILLER               CURT
                               MONDRO               DEBORAH
    REGION CODE    ADDRESS   : 307 WESTWOOD AVE.
        01         CITY      :    ANN ARBOR
                   STATE/ZIP : MI  48103
    MORTGAGE AMOUNT :   246,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    245,633.72  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,720.07  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 94.98000
    ----------------------------------------------------------------
0   0031855919     MORTGAGORS: BENNETT              M.
                               BENNETT              JERRE
    REGION CODE    ADDRESS   : 70 LAMBERT AVENUE
        01         CITY      :    MERIDEN
                   STATE/ZIP : CT  06451
    MORTGAGE AMOUNT :   265,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    264,564.30  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,763.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 88.33300
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,429,000.00
                               P & I AMT:      9,674.08
                               UPB AMT:   1,427,463.94

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          298
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031855935     MORTGAGORS: WOJNOWSKI            THOMAS
                               HINES                BRENDA
    REGION CODE    ADDRESS   : 46815 STRATFORD COURT
        01         CITY      :    NORTHVILLE
                   STATE/ZIP : MI  48167
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,622.45  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,840.26  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.62500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031855943     MORTGAGORS: POPPY                JEFFREY
                               POPPY                CHRISTINE
    REGION CODE    ADDRESS   : 216 BLACK ROCK TURNPIKE
        01         CITY      :    REDDING
                   STATE/ZIP : CT  06896
    MORTGAGE AMOUNT :   250,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    250,014.32  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,749.43  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0031855950     MORTGAGORS: WORONIEC             STEVEN
                               WORONIEC             CHERYL
    REGION CODE    ADDRESS   : 7365 PARKWOOD DR
        01         CITY      :    FENTON
                   STATE/ZIP : MI  48430
    MORTGAGE AMOUNT :   285,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    284,596.41  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,041.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
0   0031855976     MORTGAGORS: FEURIG               THOMAS
                               FEURIG               JANET
    REGION CODE    ADDRESS   : 7943 SKEGEMOG POINT
        01         CITY      :    WILLIAMSBURG
                   STATE/ZIP : MI  49690
    MORTGAGE AMOUNT :   350,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    349,478.88  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,447.25  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 65.42000
    ----------------------------------------------------------------
0   0031856420     MORTGAGORS: ULLRICH              THOMAS
                               ULLRICH              PATTI
    REGION CODE    ADDRESS   : 20180 EAST MAPLEWOOD LANE
        01         CITY      :    AURORA
                   STATE/ZIP : CO  80016
    MORTGAGE AMOUNT :   260,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,680.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,713.93  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 79.06000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,406,100.00
                               P & I AMT:      9,792.64
                               UPB AMT:   1,404,392.87

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          299
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031856495     MORTGAGORS: FALCONER             DANA
                               FALCONER             LAURA
    REGION CODE    ADDRESS   : 995 HY VU DRIVE
        01         CITY      :    EVERGREEN
                   STATE/ZIP : CO  80439
    MORTGAGE AMOUNT :   256,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    256,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,703.18  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 89.82456
    ----------------------------------------------------------------
0   0031856545     MORTGAGORS: PETERS               JEFFREY
                               PETERS               ELHAM
    REGION CODE    ADDRESS   : 1390 PINECREST DRIVE
        01         CITY      :    BOULDER CREEK
                   STATE/ZIP : CA  95006
    MORTGAGE AMOUNT :   265,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    265,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,718.79  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 68.83100
    ----------------------------------------------------------------
0   0031856669     MORTGAGORS: CARRUTH              JOSEPH
                               CARRUTH              NANCY
    REGION CODE    ADDRESS   : 767 LINWOOD AVENUE
        01         CITY      :    ST PAUL
                   STATE/ZIP : MN  55105
    MORTGAGE AMOUNT :   400,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    399,680.12  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,694.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 87.71900
    ----------------------------------------------------------------
0   0031856727     MORTGAGORS: ROBINSON             JEFFREY
                               ROBINSON             KAREN
    REGION CODE    ADDRESS   : 365 RAMONA WAY
        01         CITY      :    COSTA MESA
                   STATE/ZIP : CA  92627
    MORTGAGE AMOUNT :   282,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    282,274.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,903.26  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 67.26190
    ----------------------------------------------------------------
0   0031856834     MORTGAGORS: BENSON               PATRICK
                               BENSON               RHONDA
    REGION CODE    ADDRESS   : 9097 XENIA STREET
        01         CITY      :    GREENFIELD
                   STATE/ZIP : MN  55357
    MORTGAGE AMOUNT :   375,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    374,692.61  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,494.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 75.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,578,500.00
                               P & I AMT:     10,515.00
                               UPB AMT:   1,577,646.81

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          300
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0031856933     MORTGAGORS: SHANNON              MICHAEL
                               SHANNON              ANTOINETTE
    REGION CODE    ADDRESS   : 2701 KING RICHARD CIRCLE
        01         CITY      :    ST CHARLES
                   STATE/ZIP : IL  60174
    MORTGAGE AMOUNT :   388,650.00  OPTION TO CONVERT :
    UNPAID BALANCE :    388,346.81  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,651.28  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 89.91100
    ----------------------------------------------------------------
0   0031858343     MORTGAGORS: HACKBARTH            LOUIS
                               HACKBARTH            RANDI
    REGION CODE    ADDRESS   : 1511 HILLGRADE AVENUE
        01         CITY      :    ALAMO
                   STATE/ZIP : CA  94507
    MORTGAGE AMOUNT :   372,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    370,188.41  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,506.23  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   05/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031858590     MORTGAGORS: RITCHIE              LAUREN

    REGION CODE    ADDRESS   : 7019 PACIFIC VIEW DRIVE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90068
    MORTGAGE AMOUNT :   308,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    308,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,101.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0031859317     MORTGAGORS: DAFT                 WILLIAM
                               DAFT                 JAN
    REGION CODE    ADDRESS   : 11457 VALLEY VIEW LANE
        01         CITY      :    BURLINGTON
                   STATE/ZIP : IA  52601
    MORTGAGE AMOUNT :   271,440.00  OPTION TO CONVERT :
    UNPAID BALANCE :    266,116.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,874.77  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   09/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0070028022     MORTGAGORS: DANIELCZYK           ROBERT
                               NAGELE               CONNIE
    REGION CODE    ADDRESS   : 19490 SANDCASTLE LN
        01         CITY      :    HUNTINGTON
                   STATE/ZIP : CA  92648
    MORTGAGE AMOUNT :   254,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    252,655.50  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,776.00  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   04/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 92.36364
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,594,090.00
                               P & I AMT:     10,909.38
                               UPB AMT:   1,585,306.99

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          301
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070049176     MORTGAGORS: CHERIN               RICHARD
                               CHERIN               GAIL
    REGION CODE    ADDRESS   : 233 NAVAJO COURT
        01         CITY      :    MORGANVILLE
                   STATE/ZIP : NJ  07751
    MORTGAGE AMOUNT :   360,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    359,682.38  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,305.12  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.62500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      6.62500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0070209952     MORTGAGORS: COX                  KERRY
                               COX                  KATHY
    REGION CODE    ADDRESS   : 6534 SHENANDOAH AVENUE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90056
    MORTGAGE AMOUNT :   372,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    372,100.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,538.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 74.42000
    ----------------------------------------------------------------
0   0070256169     MORTGAGORS: LONG                 MARK
                               LONG                 POLLY
    REGION CODE    ADDRESS   : 1602 SCENIC SHORE
        01         CITY      :    KINGWOOD
                   STATE/ZIP : TX  77345
    MORTGAGE AMOUNT :   348,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    348,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,344.54  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0070280177     MORTGAGORS: MCKILLOP             J
                               MCKILLOP             JULIE
    REGION CODE    ADDRESS   : 2633 WARWICK PLACE
        01         CITY      :    HAYWARD
                   STATE/ZIP : CA  94542
    MORTGAGE AMOUNT :   243,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    243,900.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,684.56  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 76.21875
    ----------------------------------------------------------------
0   0070287529     MORTGAGORS: HEINZELMAN           BERT
                               HEINZELMANN          HELENA
    REGION CODE    ADDRESS   : 17 SHERWOOD ROAD
        01         CITY      :    TENAFLY
                   STATE/ZIP : NJ  07670
    MORTGAGE AMOUNT :   308,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    307,965.49  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,128.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 82.62735
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,632,200.00
                               P & I AMT:     11,001.26
                               UPB AMT:   1,631,647.87

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          302
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070289723     MORTGAGORS: HYLTON               ROBERTO
                               HYLTON               MARISA
    REGION CODE    ADDRESS   : 3206 ALYSHEBA COURT
        01         CITY      :    MITCHELLVIL
                   STATE/ZIP : MD  20721
    MORTGAGE AMOUNT :   305,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    304,148.11  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,080.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   08/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 87.64368
    ----------------------------------------------------------------
0   0070303029     MORTGAGORS: MARTIN               RICHARD
                               MARTIN               CHRISTIE
    REGION CODE    ADDRESS   : 3141 HOLLYBURNE COURT
        01         CITY      :    GLENDALE
                   STATE/ZIP : CA  91206
    MORTGAGE AMOUNT :   385,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    385,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,626.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 77.00000
    ----------------------------------------------------------------
0   0070303979     MORTGAGORS: ALUL                 MAHA

    REGION CODE    ADDRESS   : 156 SOUTH MASON ROAD
        01         CITY      :    Creve Coeur
                   STATE/ZIP : MO  63141
    MORTGAGE AMOUNT :   375,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    375,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,622.05  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 76.53000
    ----------------------------------------------------------------
0   0070313259     MORTGAGORS: LUCIANO              JAMES
                               LUCIANO              CARRIE
    REGION CODE    ADDRESS   : 49 BRINCKERHOFF
        01         CITY      :    NEW CANAAN
                   STATE/ZIP : CT  06840
    MORTGAGE AMOUNT :   365,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    364,715.27  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,489.94  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 72.13439
    ----------------------------------------------------------------
0   0070318621     MORTGAGORS: GLENN                JOHN
                               LANDER               ELLEN
    REGION CODE    ADDRESS   : 8 STONE HILL DRIVE NORTH
        01         CITY      :    NORTH HILLS
                   STATE/ZIP : NY  11030
    MORTGAGE AMOUNT :   616,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    616,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,254.56  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 69.68000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,046,000.00
                               P & I AMT:     14,073.57
                               UPB AMT:   2,044,863.38

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          303
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070319777     MORTGAGORS: STEINBERG            MICHAEL
                               STEINBERG            MIRIAM
    REGION CODE    ADDRESS   : 2649 EAST 65TH STREET
        01         CITY      :    BROOKLYN
                   STATE/ZIP : NY  11234
    MORTGAGE AMOUNT :   264,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    263,799.12  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,823.38  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0070324223     MORTGAGORS: BULLOCK              WILLIAM
                               BULLOCK              ALICE
    REGION CODE    ADDRESS   : 102 SUN DANCER COURT
        01         CITY      :    NAGS HEAD
                   STATE/ZIP : NC  27959
    MORTGAGE AMOUNT :   245,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    245,600.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,675.42  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 73.20417
    ----------------------------------------------------------------
0   0070327440     MORTGAGORS: PESSIN               STEVE
                               PESSIN               MARILYN
    REGION CODE    ADDRESS   : 9854 BOTHWELL ROAD
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  91324
    MORTGAGE AMOUNT :   267,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,257.53  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,848.25  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 52.99010
    ----------------------------------------------------------------
0   0070333505     MORTGAGORS: MORRIS               STEPHEN
                               MORRIS               SUSAN
    REGION CODE    ADDRESS   : 10917 SAVONA ROAD
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90077
    MORTGAGE AMOUNT :   650,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    650,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,434.15  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 65.00000
    ----------------------------------------------------------------
0   0070344692     MORTGAGORS: NILSSON              MICHELLE

    REGION CODE    ADDRESS   : 2060 HILLDALE DRIVE
        01         CITY      :    LA CANADA F
                   STATE/ZIP : CA  91011
    MORTGAGE AMOUNT :   396,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    396,300.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,669.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 61.92188
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,823,500.00
                               P & I AMT:     12,451.15
                               UPB AMT:   1,822,956.65

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          304
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070354600     MORTGAGORS: JOSE                 PEDRO
                               JOSE                 NORA
    REGION CODE    ADDRESS   : 3532 RESERVOIR ROAD
        01         CITY      :    WASHINGTON
                   STATE/ZIP : DC  20007
    MORTGAGE AMOUNT :   418,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    414,613.69  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,816.14  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 72.69565
    ----------------------------------------------------------------
0   0070360607     MORTGAGORS: SAUNDERS             EDWARD
                               ASFOUR               VALERIE
    REGION CODE    ADDRESS   : 14946 KELLEY FARM DRIVE
        01         CITY      :    GERMANTOWN
                   STATE/ZIP : MD  20874
    MORTGAGE AMOUNT :   286,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    286,376.42  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,955.12  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 62.30435
    ----------------------------------------------------------------
0   0070361779     MORTGAGORS: GILBERG              ARNOLD
                               LENZ                 SCOTT
    REGION CODE    ADDRESS   : 6557 COLGATE AVENUE
        01         CITY      :    LOS ANGELES
                   STATE/ZIP : CA  90048
    MORTGAGE AMOUNT :   344,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    344,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,288.64  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0070367008     MORTGAGORS: ANDERSON             DONALD
                               ANDERSON             REBECCA
    REGION CODE    ADDRESS   : 11804 NORTH SUNDOWN DRIVE
        01         CITY      :    SCOTTSDALE
                   STATE/ZIP : AZ  85260
    MORTGAGE AMOUNT :   360,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    360,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,486.43  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 62.60870
    ----------------------------------------------------------------
0   0070367768     MORTGAGORS: PILNEY               MICHAEL
                               PILNEY               KORI
    REGION CODE    ADDRESS   : 3146 HOMER STREET
        01         CITY      :    SAN DIEGO
                   STATE/ZIP : CA  92106
    MORTGAGE AMOUNT :   297,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    297,273.62  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,054.76  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 77.47396
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,706,100.00
                               P & I AMT:     11,601.09
                               UPB AMT:   1,702,263.73

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          305
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070370721     MORTGAGORS: HAUSER               BRIAN
                               HAUSER               LISA
    REGION CODE    ADDRESS   : 6209 EAST NISBET ROAD
        01         CITY      :    SCOTTSDALE
                   STATE/ZIP : AZ  85254
    MORTGAGE AMOUNT :   259,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,016.78  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,051.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   10/01/18
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 85.08197
    ----------------------------------------------------------------
0   0070370846     MORTGAGORS: DONNER               STEVEN
                               DONNER               RENEE
    REGION CODE    ADDRESS   : 1723 FAIRMONT DRIVE
        01         CITY      :    REDLANDS
                   STATE/ZIP : CA  92373
    MORTGAGE AMOUNT :   303,450.00  OPTION TO CONVERT :
    UNPAID BALANCE :    303,450.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,993.45  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 85.00000
    ----------------------------------------------------------------
0   0070371257     MORTGAGORS: GARBOW               MITCHELL
                               GARBOW               BETH
    REGION CODE    ADDRESS   : 271 CLINTON STREET
        01         CITY      :    Brooklyn
                   STATE/ZIP : NY  11201
    MORTGAGE AMOUNT :   493,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    492,634.12  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,447.13  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 66.62000
    ----------------------------------------------------------------
0   0070374202     MORTGAGORS: MOWRY                STEPHEN
                               MOWRY                MARILYN
    REGION CODE    ADDRESS   : 19051 WEST PINNACLE CIRCLE
        01         CITY      :    BATON ROUGE
                   STATE/ZIP : LA  70810
    MORTGAGE AMOUNT :   266,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    266,200.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,815.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 61.62037
    ----------------------------------------------------------------
0   0070376439     MORTGAGORS: MYLANDER             THOMAS
                               MYLANDER             PHILIPPA
    REGION CODE    ADDRESS   : 11619 SETTLERS CIRCLE
        01         CITY      :    GERMANTOWN
                   STATE/ZIP : MD  20876
    MORTGAGE AMOUNT :   242,250.00  OPTION TO CONVERT :
    UNPAID BALANCE :    242,250.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,731.54  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/23
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 95.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,564,400.00
                               P & I AMT:     11,039.10
                               UPB AMT:   1,563,550.90

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          306
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070378542     MORTGAGORS: JACOBSON             RANDOLPH
                               JACOBSON             EDNA
    REGION CODE    ADDRESS   : 12365 HEATHER LANE
        01         CITY      :    HUGO
                   STATE/ZIP : MN  55038
    MORTGAGE AMOUNT :   279,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,856.19  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 91.77632
    ----------------------------------------------------------------
0   0070379292     MORTGAGORS: FIORENTINO           JOSEPH
                               FIORENTINO           CHERYL
    REGION CODE    ADDRESS   : 855 HAMPSWOOD WAY
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95120
    MORTGAGE AMOUNT :   279,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,900.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,862.18  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 62.20000
    ----------------------------------------------------------------
0   0070379938     MORTGAGORS: MURRAY               THOMAS
                               MURRAY               ANN
    REGION CODE    ADDRESS   : 80 RIDGE ROAD
        01         CITY      :    New Rochelle
                   STATE/ZIP : NY  10804
    MORTGAGE AMOUNT :   350,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    350,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,358.01  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 50.00000
    ----------------------------------------------------------------
0   0070384771     MORTGAGORS: WACHS                MARVIN
                               WACHS                REYNA
    REGION CODE    ADDRESS   : 22555 PAUL REVERE DRIVE
        01         CITY      :    CALABASAS
                   STATE/ZIP : CA  91302
    MORTGAGE AMOUNT :   411,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    411,500.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,842.13  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.90291
    ----------------------------------------------------------------
0   0070385125     MORTGAGORS: LINDSEY              DERRICK
                               LINDSEY              VIVIAN
    REGION CODE    ADDRESS   : 17371 RAYMER STREET
        01         CITY      :    NORTHRIDGE
                   STATE/ZIP : CA  91325
    MORTGAGE AMOUNT :   323,100.00  OPTION TO CONVERT :
    UNPAID BALANCE :    323,100.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,231.57  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,643,500.00
                               P & I AMT:     11,150.08
                               UPB AMT:   1,643,500.00

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          307
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070385844     MORTGAGORS: FISHER               HOWARD
                               FISHER               WILDA
    REGION CODE    ADDRESS   : 104 CEDAR CLIFF COURT
        01         CITY      :    CARY
                   STATE/ZIP : NC  27511
    MORTGAGE AMOUNT :   255,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,761.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 85.00000
    ----------------------------------------------------------------
0   0070389804     MORTGAGORS: ENG                  LESLIE
                               ENG                  ELLEN
    REGION CODE    ADDRESS   : 541 MYRTLE COURT
        01         CITY      :    AGOURA
                   STATE/ZIP : CA  91301
    MORTGAGE AMOUNT :   254,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    254,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,988.36  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/18
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 72.98851
    ----------------------------------------------------------------
0   0070390190     MORTGAGORS: LOVITSCH             ALAN
                               LOVITSCH             FAYE
    REGION CODE    ADDRESS   : 27W161 MACK ROAD
        01         CITY      :    WHEATON
                   STATE/ZIP : IL  60187
    MORTGAGE AMOUNT :   582,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    582,600.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,023.87  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 75.66234
    ----------------------------------------------------------------
0   0070395710     MORTGAGORS: QASIM                SYED
                               QASIM                YASMIN
    REGION CODE    ADDRESS   : 11012 BIELLA WAY
        01         CITY      :    Whittier
                   STATE/ZIP : CA  90604
    MORTGAGE AMOUNT :   301,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    301,276.25  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,108.13  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0070396619     MORTGAGORS: SPLAIN               JAMES
                               SPLAIN               DIANE
    REGION CODE    ADDRESS   : 1714 CLOCK TOWER DRIVE
        01         CITY      :    WEST CHESTE
                   STATE/ZIP : PA  19380
    MORTGAGE AMOUNT :   280,400.00  OPTION TO CONVERT :
    UNPAID BALANCE :    280,400.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,842.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.87500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.87500  PRODUCT CODE      :   002
    LTV :                 75.78378
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,673,500.00
                               P & I AMT:     11,723.61
                               UPB AMT:   1,673,276.25

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          308
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070396924     MORTGAGORS: GOBBI                RICHARD
                               GOBBI                LOIS
    REGION CODE    ADDRESS   : 7945 SHADY CREEK ROAD
        01         CITY      :    DUBLIN
                   STATE/ZIP : CA  94568
    MORTGAGE AMOUNT :   255,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,761.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 70.83333
    ----------------------------------------------------------------
0   0070397807     MORTGAGORS: WHITNER              MICHAEL
                               GILBERT WHIT         RUTH
    REGION CODE    ADDRESS   : 82 LEAVITT STREET
        01         CITY      :    HINGHAM
                   STATE/ZIP : MA  02043
    MORTGAGE AMOUNT :   360,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    360,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,486.43  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 73.46939
    ----------------------------------------------------------------
0   0070398300     MORTGAGORS: MICHAEL PREW         RENEE
                               PREWITT              MILFORD
    REGION CODE    ADDRESS   : 51 MIDWOOD STREET
        01         CITY      :    BROOKLYN
                   STATE/ZIP : NY  11201
    MORTGAGE AMOUNT :   247,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,602.04  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 79.93528
    ----------------------------------------------------------------
0   0070398664     MORTGAGORS: KEKONA               RAYMOND
                               KEKONA               NORMA
    REGION CODE    ADDRESS   : 94 1053 LUMIALANI STREET
        01         CITY      :    WAIPAHU
                   STATE/ZIP : HI  96797
    MORTGAGE AMOUNT :   244,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    244,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,685.25  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0070398672     MORTGAGORS: NELSON               RONNIE
                               NELSON               SUSAN
    REGION CODE    ADDRESS   : 240 AUGUSTINE DRIVE
        01         CITY      :    MARTINEZ
                   STATE/ZIP : CA  94553
    MORTGAGE AMOUNT :   272,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    272,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,855.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 78.84058
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,378,000.00
                               P & I AMT:      9,390.46
                               UPB AMT:   1,378,000.00

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          309
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070399217     MORTGAGORS: SPENCER              BRUCE
                               SPENCER              LISA
    REGION CODE    ADDRESS   : 1644 MEADOWGLEN CT
        01         CITY      :    Thousand Oaks
                   STATE/ZIP : CA  91320
    MORTGAGE AMOUNT :   264,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    264,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,800.95  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 77.65000
    ----------------------------------------------------------------
0   0070399845     MORTGAGORS: NGUYEN               CHAU
                               DO                   CAM THUY
    REGION CODE    ADDRESS   : 568 WEST REMINGTON DRIVE
        01         CITY      :    SUNNYVALE
                   STATE/ZIP : CA  94087
    MORTGAGE AMOUNT :   421,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    421,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,907.74  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 71.35593
    ----------------------------------------------------------------
0   0070401542     MORTGAGORS: HARMS                MICHAEL
                               HARMS                EVELYN
    REGION CODE    ADDRESS   : 10282 MEREDITH DRIVE
        01         CITY      :    HUNTINGTON BEACH
                   STATE/ZIP : CA  92646
    MORTGAGE AMOUNT :   257,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    257,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,930.76  OUTSIDE CONV DATE :
    LIFETIME RATE   :      8.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      8.25000  PRODUCT CODE      :   002
    LTV :                 70.41000
    ----------------------------------------------------------------
0   0070403001     MORTGAGORS: STEPHENSON           LATA

    REGION CODE    ADDRESS   : 8284 ARMETALE LANE
        01         CITY      :    FAIRFAX
                   STATE/ZIP : VA  22039
    MORTGAGE AMOUNT :   279,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    279,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,879.67  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 68.04878
    ----------------------------------------------------------------
0   0070405204     MORTGAGORS: CARTER               JOY

    REGION CODE    ADDRESS   : 3930 ADMIRABLE DR.
        01         CITY      :    Rancho Palos Verdes
                   STATE/ZIP : CA  90275
    MORTGAGE AMOUNT :   417,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    417,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,880.12  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 75.82000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,638,000.00
                               P & I AMT:     11,399.24
                               UPB AMT:   1,638,000.00

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          310
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070405600     MORTGAGORS: SANCHEZ              CONSTANTE
                               SANCHEZ              MARGIEROSE
    REGION CODE    ADDRESS   : 3219 HERITAGE POINT COURT
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95148
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,773.66  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 76.47059
    ----------------------------------------------------------------
0   0070406145     MORTGAGORS: BATEY                BRYAN
                               BATEY                KAREN
    REGION CODE    ADDRESS   : 473 SUISSE DRIVE
        01         CITY      :    SAN JOSE
                   STATE/ZIP : CA  95123
    MORTGAGE AMOUNT :   304,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    304,300.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,075.86  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 72.28029
    ----------------------------------------------------------------
0   0070408265     MORTGAGORS: ALLERTON             MICHAEL
                               WATSON               RANDALL
    REGION CODE    ADDRESS   : 7 HERITAGE COURT
        01         CITY      :    WALNUT CREE
                   STATE/ZIP : CA  94596
    MORTGAGE AMOUNT :   255,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,761.22  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 71.83099
    ----------------------------------------------------------------
0   0070408307     MORTGAGORS: HALESWORTH           CHARLES
                               BROOKS HALES         MARION
    REGION CODE    ADDRESS   : 75 LAWRENCE ROAD
        01         CITY      :    RANDOLPH
                   STATE/ZIP : NJ  07869
    MORTGAGE AMOUNT :   262,450.00  OPTION TO CONVERT :
    UNPAID BALANCE :    262,250.29  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,812.68  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 78.34328
    ----------------------------------------------------------------
0   0070409263     MORTGAGORS: CHENG                SENG
                               CHENG                SHIRLEY
    REGION CODE    ADDRESS   : 50 WALL STREET
        01         CITY      :    WELLESLEY
                   STATE/ZIP : MA  02481
    MORTGAGE AMOUNT :   259,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    259,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,788.85  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 74.63977
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,340,750.00
                               P & I AMT:      9,212.27
                               UPB AMT:   1,340,550.29

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          311
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070409743     MORTGAGORS: BRODY                MARC

    REGION CODE    ADDRESS   : 140 RIVERSIDE #9F
        01         CITY      :    New York
                   STATE/ZIP : NY  10024
    MORTGAGE AMOUNT :   410,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    410,900.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,837.98  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 70.00000
    ----------------------------------------------------------------
0   0070411004     MORTGAGORS: SPARNO               JOHN
                               SPARNO               ROSEMARY
    REGION CODE    ADDRESS   : 3205 BRAEMAR DR
        01         CITY      :    SANTA BARBA
                   STATE/ZIP : CA  93109
    MORTGAGE AMOUNT :   372,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    372,300.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,414.73  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 41.83146
    ----------------------------------------------------------------
0   0070412820     MORTGAGORS: DOHERTY              JOSEPH
                               DOHERTY              PATRICIA
    REGION CODE    ADDRESS   : 1500 PARKSIDE CIRCLE S
        01         CITY      :    Boca Raton
                   STATE/ZIP : FL  33433
    MORTGAGE AMOUNT :   267,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    267,286.08  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,802.20  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 67.30000
    ----------------------------------------------------------------
0   0070413505     MORTGAGORS: LIESE                WILLIAM
                               MOBLEY               MARK
    REGION CODE    ADDRESS   : 315 WEST 99TH ST
        01         CITY      :    New York
                   STATE/ZIP : NY  10025
    MORTGAGE AMOUNT :   386,272.00  OPTION TO CONVERT :
    UNPAID BALANCE :    386,272.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,667.88  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 79.64000
    ----------------------------------------------------------------
0   0070415591     MORTGAGORS: MOORE                HAYDEN
                               MOORE                FELICIA
    REGION CODE    ADDRESS   : 3749 ROSECROFT LANE
        01         CITY      :    San Diego
                   STATE/ZIP : CA  92106
    MORTGAGE AMOUNT :   276,050.00  OPTION TO CONVERT :
    UNPAID BALANCE :    276,050.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,930.18  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 46.79000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,713,022.00
                               P & I AMT:     11,652.97
                               UPB AMT:   1,712,808.08

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          312
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070416052     MORTGAGORS: MURPHY               WILLIAM
                               BIRKHOFF             SURAYA
    REGION CODE    ADDRESS   : 940 MICHELTORENA STREET
        01         CITY      :    Los Angeles
                   STATE/ZIP : CA  90026
    MORTGAGE AMOUNT :   270,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    269,794.55  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,864.82  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 90.00000
    ----------------------------------------------------------------
0   0070419767     MORTGAGORS: KESLING              PETER
                               KESLING              PATRICIA
    REGION CODE    ADDRESS   : 3720 HORSEHEAD BAY DR. NW
        01         CITY      :    Gig Harbor
                   STATE/ZIP : WA  98335
    MORTGAGE AMOUNT :   460,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    460,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,099.11  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 65.54000
    ----------------------------------------------------------------
0   0070421052     MORTGAGORS: MARGOLIS             ROBERT

    REGION CODE    ADDRESS   : 243 NORTH LAYTON DRIVE
        01         CITY      :    Los Angeles
                   STATE/ZIP : CA  90049
    MORTGAGE AMOUNT :   650,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    650,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,215.89  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 50.00000
    ----------------------------------------------------------------
0   0070425590     MORTGAGORS: KING                 ROGER
                               KING                 SHIRLEY
    REGION CODE    ADDRESS   : 5 MORRIS STREET
        01         CITY      :    LEXINGTON
                   STATE/ZIP : MA  02173
    MORTGAGE AMOUNT :   255,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    255,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,696.52  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 65.38462
    ----------------------------------------------------------------
0   0070425715     MORTGAGORS: BOROCHIN             EUGENE
                               BOROCHIN             NATALIA
    REGION CODE    ADDRESS   : 30 SYCAMORE ROAD
        01         CITY      :    newton
                   STATE/ZIP : MA  02459
    MORTGAGE AMOUNT :   562,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    562,500.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     4,029.82  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.75000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.75000  PRODUCT CODE      :   002
    LTV :                 69.44000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   2,197,500.00
                               P & I AMT:     14,906.16
                               UPB AMT:   2,197,294.55

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          313
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070427513     MORTGAGORS: BAHNIUK              E
                               BAHNIUK              PATRICIA
    REGION CODE    ADDRESS   : 16209 DEER LAKE ROAD
        01         CITY      :    DERWOOD
                   STATE/ZIP : MD  20855
    MORTGAGE AMOUNT :   257,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    257,600.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,016.54  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/18
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 67.78947
    ----------------------------------------------------------------
0   0070433743     MORTGAGORS: STEELE               ROBERT
                               HAYDT                NANCY
    REGION CODE    ADDRESS   : 2716 WILLIAMS WAY
        01         CITY      :    Santa Barbara
                   STATE/ZIP : CA  93105
    MORTGAGE AMOUNT :   356,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    356,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,368.48  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 74.95000
    ----------------------------------------------------------------
0   0070435763     MORTGAGORS: LINDER               MARK
                               DEAN                 MARY
    REGION CODE    ADDRESS   : 2 WESTWOOD RD
        01         CITY      :    Santa Cruz
                   STATE/ZIP : CA  95060
    MORTGAGE AMOUNT :   494,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    493,633.38  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,454.12  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 78.41000
    ----------------------------------------------------------------
0   0070437439     MORTGAGORS: BILAS                DAVID
                               BILAS                PAULA
    REGION CODE    ADDRESS   : 14918 FOREST OAKS DR
        01         CITY      :    Louisville
                   STATE/ZIP : KY  40245
    MORTGAGE AMOUNT :   300,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    300,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,021.16  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 69.12000
    ----------------------------------------------------------------
0   0070446638     MORTGAGORS: BARCLAY              THOMAS
                               BARCLAY              BARBARA
    REGION CODE    ADDRESS   : 300 SUNSET DR.
        01         CITY      :    Danville
                   STATE/ZIP : CA  94506
    MORTGAGE AMOUNT :   409,500.00  OPTION TO CONVERT :
    UNPAID BALANCE :    409,500.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,793.51  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 70.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,817,100.00
                               P & I AMT:     12,653.81
                               UPB AMT:   1,816,733.38

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          314
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070446653     MORTGAGORS: JEFFRIES             MARK
                               YEATON-JEFFRIES      GLEEANNE
    REGION CODE    ADDRESS   : 15392 ALSACE CIRCLE
        01         CITY      :    Irvine
                   STATE/ZIP : CA  92604
    MORTGAGE AMOUNT :   245,900.00  OPTION TO CONVERT :
    UNPAID BALANCE :    245,900.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,698.37  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 83.36000
    ----------------------------------------------------------------
0   0070448683     MORTGAGORS: DIXON                DALE
                               DIXON                SUSAN
    REGION CODE    ADDRESS   : 31042 VIA LIMON
        01         CITY      :    SAN JUAN CAPISTRANO
                   STATE/ZIP : CA  92675
    MORTGAGE AMOUNT :   401,600.00  OPTION TO CONVERT :
    UNPAID BALANCE :    401,600.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,773.75  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.37500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.37500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0070451174     MORTGAGORS: DORNFELD             DAVID
                               DORNFELD             BARBARA
    REGION CODE    ADDRESS   : 1965 SAN ANTONIO AVENUE
        01         CITY      :    BERKELEY
                   STATE/ZIP : CA  94707
    MORTGAGE AMOUNT :   353,300.00  OPTION TO CONVERT :
    UNPAID BALANCE :    353,300.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,380.25  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 69.96040
    ----------------------------------------------------------------
0   0070455233     MORTGAGORS: STONE                BYRON
                               STONE                GLADYS
    REGION CODE    ADDRESS   : 3342 KENSINGTON DRIVE
        01         CITY      :    El Dorado Hills
                   STATE/ZIP : CA  95762
    MORTGAGE AMOUNT :   247,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    247,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,684.98  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.68000
    ----------------------------------------------------------------
0   0070456975     MORTGAGORS: FLEMING              DANIEL
                               FLEMING              ELAINE
    REGION CODE    ADDRESS   : 2167 FRANCESCO CIRCLE
        01         CITY      :    Capitola
                   STATE/ZIP : CA  95010
    MORTGAGE AMOUNT :   320,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    319,762.51  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,237.49  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   10/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,567,800.00
                               P & I AMT:     10,774.84
                               UPB AMT:   1,567,562.51

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          315
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070458070     MORTGAGORS: BELL                 MICHAEL
                               BELL                 TANYA
    REGION CODE    ADDRESS   : 3042 27TH AVENUE W
        01         CITY      :    Seattle
                   STATE/ZIP : WA  98199
    MORTGAGE AMOUNT :   299,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    299,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,039.71  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 79.52000
    ----------------------------------------------------------------
0   0070459458     MORTGAGORS: WARCZINSKY           RONALD
                               WARCZINSKY           BARBARA
    REGION CODE    ADDRESS   : 5810 WOODVIEW PASS
        01         CITY      :    Midland
                   STATE/ZIP : MI  48642
    MORTGAGE AMOUNT :   365,200.00  OPTION TO CONVERT :
    UNPAID BALANCE :    365,200.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,553.53  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 83.00000
    ----------------------------------------------------------------
0   0070466602     MORTGAGORS: SOPCAK               JOHN

    REGION CODE    ADDRESS   : 36523 SOUTHEAST FALL CITY RD
        01         CITY      :    Fall City
                   STATE/ZIP : WA  98024
    MORTGAGE AMOUNT :   260,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    260,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,817.96  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.50000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.50000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0070467543     MORTGAGORS: SKEELS               JERRY
                               MC LAUGHLIN          RANDY
    REGION CODE    ADDRESS   : 3959 ALTA MESA DRIVE
        01         CITY      :    Studio City
                   STATE/ZIP : CA  91604
    MORTGAGE AMOUNT :   497,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    497,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,306.55  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 70.00000
    ----------------------------------------------------------------
0   0070473509     MORTGAGORS: SHEFFER              LEE
                               SHEFFER              SUE
    REGION CODE    ADDRESS   : 6153 CASTLE DRIVE
        01         CITY      :    Oakland
                   STATE/ZIP : CA  94611
    MORTGAGE AMOUNT :   481,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    481,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     3,240.59  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 87.45000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    5
                               LOAN AMT:   1,902,200.00
                               P & I AMT:     12,958.34
                               UPB AMT:   1,902,200.00

<PAGE>

1
    GE CAPITAL MORTGAGE SERVICES, INC.                     EXHIBIT C
    ISSUE DATE: 11/01/98
    P.O. BOX 5260              TMS AG0004982130  01 02
                                PAGE:          316
    CHERRY HILL, N.J. 08034

    (800) 257-7818

0   ----------------------------------------------------------------
0   0070473822     MORTGAGORS: MALLORY              SEAN
                               MALLORY              CINDI
    REGION CODE    ADDRESS   : 11201 CONSTELLATION DRIVE
        01         CITY      :    El Cajon
                   STATE/ZIP : CA  92020
    MORTGAGE AMOUNT :   388,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    388,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,614.03  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.12500  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.12500  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0070476478     MORTGAGORS: CLAYTON-FERNANDES    ALVIN
                               CLAYTON-FERNANDES    GWEN
    REGION CODE    ADDRESS   : 1101 SOUTH BURNSIDE AVENUE
        01         CITY      :    Los Angeles
                   STATE/ZIP : CA  90019
    MORTGAGE AMOUNT :   308,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    308,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,101.10  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.25000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.25000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
0   0070479712     MORTGAGORS: LARSON               DALE
                               LARSON               MARIA
    REGION CODE    ADDRESS   : 2620 58TH STREET SW
        01         CITY      :    Everett
                   STATE/ZIP : WA  98203
    MORTGAGE AMOUNT :   265,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    265,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     1,718.78  OUTSIDE CONV DATE :
    LIFETIME RATE   :      6.75000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      6.75000  PRODUCT CODE      :   002
    LTV :                 75.28000
    ----------------------------------------------------------------
0   0070485958     MORTGAGORS: KLEIN                REINHOLD
                               KLEIN                CHERYL
    REGION CODE    ADDRESS   : 8431 SEAPORT DR
        01         CITY      :    Huntington Beach
                   STATE/ZIP : CA  92646
    MORTGAGE AMOUNT :   308,000.00  OPTION TO CONVERT :
    UNPAID BALANCE :    308,000.00  ANNUAL RATE ADJUST:
    MONTHLY P&I     :     2,049.13  OUTSIDE CONV DATE :
    LIFETIME RATE   :      7.00000  MATURITY DATE     :   11/01/28
    CURRENT INT RATE:      7.00000  PRODUCT CODE      :   002
    LTV :                 80.00000
    ----------------------------------------------------------------
- -   **** PAGE TOTALS *****     NUM OF LOANS:    4
                               LOAN AMT:   1,269,000.00
                               P & I AMT:      8,483.04
                               UPB AMT:   1,269,000.00
0                   TOTAL      NUM OF LOANS: 1579
                               LOAN AMT: 522,887,577.98
                               P & I AMT:  3,580,848.48
                               UPB AMT: 522,102,682.31


<PAGE>

                      EXHIBIT C - SUPPLEMENT

                  SCHEDULE OF COOPERATIVE LOANS

                          SERIES 1998-21


       LOAN NO.             CUT-OFF DATE            BORROWER
                         PRINCIPAL BALANCE            NAME

       31572654             $410,000.00               Kass
       31708373             $242,510.67              Russell
       70409743             $410,900.00               Brody
       70413505             $386,272.00               Liese


<PAGE>


                             EXHIBIT D

                  FORM OF SERVICER'S CERTIFICATE

                     ----------------,  ------
                       (month)          (year)

                GE CAPITAL MORTGAGE SERVICES, INC.
           REMIC Multi-Class Pass-Through Certificates,
                          Series 1998-21


     Pursuant to the Pooling and Servicing Agreement dated as of
November 1, 1998 (the "Agreement") between GE Capital Mortgage
Services, Inc. (the "Company"), and State Street Bank and Trust
Company (the "Trustee"), governing the Certificates referred to
above, the Company hereby certifies to the Trustee:

     With respect to the Agreement and as of the Determination
Date for this month:

 A.   Mortgage Loan Information:

     (1)  Aggregate Scheduled Monthly Payments:
           (a)  Principal                            $________
           (b)  Interest                             $________
           (c)  Total                                $________

     (2)  Aggregate Monthly Payments received and Monthly
          Advances made this Month:
           (a)  Principal                            $________
           (b)  Interest                             $________
           (c)  Total                                $________

     (3)  Aggregate Principal Prepayments in part received and
          applied in the applicable Prepayment Period:
           (a)  Principal                            $________
           (b)  Interest                             $________
           (c)  Total                                $________

     (4)  Aggregate Principal Prepayments in full received in the
          applicable Prepayment Period:
           (a)  Principal                            $________
           (b)  Interest                             $________
           (c)  Total                                $________


<PAGE>


     (5)  Aggregate Insurance Proceeds (including purchases of
          Mortgage Loans by primary mortgage insurers) for prior
          month:
           (a)  Principal                            $________
           (b)  Interest                             $________
           (c)  Total                                $________

     (6)  Aggregate Liquidation Proceeds for prior month:
           (a)  Principal                            $________
           (b)  Interest                             $________
           (c)  Total                                $________

     (7)  Aggregate Purchase Prices for Defaulted and Modified
          Mortgage Loans:
           (a)  Principal                            $________
           (b)  Interest                             $________
           (c)  Total                                $________

     (8)  Aggregate Purchase Prices (and substitution
          adjustments) for Defective Mortgage Loans:
           (a)  Principal                            $________
           (b)  Interest                             $________
           (c)  Total                                $________

     (9)  Pool Scheduled Principal Balance:          $________

     (10) Available Funds:                           $________

     (11) Realized Losses for prior month:           $________

     (12) Aggregate Realized Losses and Debt Service Reductions:
           (a) Deficient Valuations                  $________
           (b) Special Hazard Losses                 $________
           (c) Fraud Losses                          $________
           (d) Excess Bankruptcy Losses              $________
           (e) Excess Special Hazard Losses          $________
           (f) Excess Fraud Losses                   $________
           (g) Debt Service Reductions               $________

     (13) Compensating Interest Payment:             $________


                               D-2
<PAGE>


     (14) Accrued Certificate Interest, Unpaid Class Interest
          Shortfalls and Pay-out Rate:

           Class A1       $__________     $__________    ____%
           Class A2       $__________     $__________    ____%
           Class A3       $__________     $__________    ____%
           Class A4       $__________     $__________    ____%
           Class A5       $__________     $__________    ____%
           Class A6       $__________     $__________    ____%
           Class A7       $__________     $__________    ____%
           Class A8       $__________     $__________    ____%
           Class A10      $__________     $__________    ____%
           Class A12      $__________     $__________    ____%
           Class A13      $__________     $__________    ____%
           Class M        $__________     $__________    ____%
           Class B1       $__________     $__________    ____%
           Class B2       $__________     $__________    ____%
           Class B3       $__________     $__________    ____%
           Class B4       $__________     $__________    ____%
           Class B5       $__________     $__________    ____%
           Class R        $__________     $__________    ____%

     (15) Principal distributable:

           Class A1       $__________
           Class A2       $__________
           Class A3       $__________
           Class A4       $__________
           Class A5       $__________
           Class A6       $__________
           Class A7       $__________
           Class A8       $__________
           Class A9       $__________
           Class A10      $__________
           Class A11      $__________
           Class A12      $__________
           Class A13      $__________
           Class PO       $__________
           Class M        $__________
           Class B1       $__________
           Class B2       $__________
           Class B3       $__________
           Class B4       $__________
           Class B5       $__________


                               D-3
<PAGE>


           Class R        $__________


     (16) Additional distributions to the Class R Certificate
          pursuant to Section 4.01(b):

           Class R        $__________

     (17) Distributions Allocable to Unanticipated Recoveries:

           Class A1       $_________
           Class A2       $_________
           Class A3       $_________
           Class A4       $_________
           Class A5       $_________
           Class A6       $_________
           Class A7       $_________
           Class A8       $_________
           Class A9       $_________
           Class A10      $_________
           Class A11      $_________
           Class A12      $_________
           Class A13      $_________
           Class PO       $_________
           Class M        $_________
           Class B1       $_________
           Class B2       $_________
           Class B3       $_________
           Class B4       $_________
           Class B5       $_________
           Class R        $_________

B.   Other Amounts:

     1.   Senior Percentage for such Distribution
          Date:                                            _____________%

     2.   Senior Prepayment Percentage for such Distribution
          Date:                                            _____________%

     3.   Junior Percentage for such Distribution
          Date:                                            _____________%


                               D-4
<PAGE>


     4.   Junior Prepayment Percentage for such Distribution
          Date:                                            _____________%

     5.   Group II Senior Percentage for such Distribution  Date:
                                                           _____________%

     6.   Group II Senior Prepayment Distribution Percentage for
          such Distribution Date:                          _____________%

     7.   Subordinate Certificate Writedown Amount for such
          Distribution Date:                              $_____________

     8.   Prepayment Distribution 
          Triggers satisfied:                 Yes     No
                                              ---     --

                Class B1                    _____     _____
                Class B2                    _____     _____
                Class B3                    _____     _____
                Class B4                    _____     _____
                Class B5                    _____     _____

     9.   Base Servicing Fee:                               $___________

     10.  Supplemental Servicing Fee:                       $___________

     Capitalized terms used in this Certificate shall have the
same meanings as in the Agreement.


                               D-5
<PAGE>


                             EXHIBIT E

       FORM OF TRANSFER CERTIFICATE AS TO ERISA MATTERS FOR
             DEFINITIVE ERISA-RESTRICTED CERTIFICATES



State Street Bank and Trust Company
Corporate Trust Department
225 Franklin Street
Boston, Massachusetts   02110


[NAME OF OFFICER] ______________________ hereby certifies that:

     1. That he [she] is [title of officer]
___________________________________ of [name of Investor]
_______________________________________ (the "Investor"), a
__________ ______________________ [description of type of entity]
duly organized and existing under the laws of the [State of
____________] [United States], on behalf of which he [she] makes
this affidavit.

      2. The Investor (i) is not, and on ________________ [insert
date of transfer of Certificate to Investor] will not be, and on
such date will not be investing the funds of, an employee benefit
plan subject to the Employee Retirement Income Security Act of
1974, as amended ("ERISA") or a plan subject to Section 4975 of
the Code or (ii) is an insurance company investing assets of its
general account and the exemptions provided by Section III(a) of
Department of Labor Prohibited Transaction Class Exemption 95-60,
60 Fed. Reg. 35925 (July 12, 1995) (the "Exemptions") apply to
the Investor's acquisition and holding or any ERISA-Restricted
Certificate.

      3. The Investor hereby acknowledges that under the terms of
the Pooling and Servicing Agreement (the "Agreement") between
State Street Bank and Trust Company, as Trustee and GE Capital
Mortgage Services, Inc., dated as of November 1, 1998, no
transfer of any ERISA-Restricted Certificate shall be permitted
to be made to any person unless the Trustee has received (i) a
certificate from such transferee to the effect that (x) such
transferee is not an employee benefit plan subject to ERISA or a
plan subject to Section 4975 of the Code (a "Plan") and is not
using the assets of any such employee benefit or other plan to
acquire any such Certificate or (y) such transferee is an
insurance company investing assets of its general account and the
Exemptions apply to such transferee's acquisition and holding of
any such Certificate or (ii) an opinion of counsel satisfactory
to the Trustee to the effect that the purchase and holding of any
such Certificate will not constitute or result in the assets of
the Trust Fund created by the Agreement being deemed to be "plan
assets" and subject to the prohibited transaction provisions of
ERISA or Section 4975 of the Code and will not subject the
Trustee or the Company to any obligation in addition to those
undertaken in the Agreement (provided, however, that the Trustee


<PAGE>


will not require such certificate or opinion in the event that,
as a result of change of law or otherwise, counsel satisfactory
to the Trustee has rendered an opinion to the effect that the
purchase and holding of any such Certificate by a Plan or a
Person that is purchasing or holding any such Certificate with
the assets of a Plan will not constitute or result in a
prohibited transaction under ERISA or Section 4975 of the Code).

     [4. The ERISA-Restricted Certificates shall be registered in
the name of ______________________________________________ as
nominee for the Investor.] IN WITNESS WHEREOF, the Investor has
caused this instrument to be executed on its behalf, pursuant to
authority of its Board of Directors, by its [title of officer]
__________________ and its corporate seal to be hereunder
attached, attested by its [Assistant] Secretary, this ____ day of
_________, 199_.



                               ---------------------------------------
                               [name of Investor]


                               By:____________________________________
                                    Name:
                                    Title:


      The undersigned hereby acknowledges that it is holding and
will hold the ERISA-Restricted Certificates at the exclusive
direction of and as nominee of the Investor named above.


- -------------------------------
[name of nominee]


By:____________________________
     Name:
     Title:


                               E-2
<PAGE>


                            EXHIBIT F

        FORM OF RESIDUAL CERTIFICATE TRANSFEREE AFFIDAVIT




STATE OF             )
                     ) ss.:
COUNTY OF            )

[NAME OF OFFICER], _________________ being first duly sworn,
deposes and says:

     1. That he [she] is [title of officer]
________________________ of [name of Purchaser]
_________________________________________ (the "Purchaser"), a
_________________ ____________________ [description of type of
entity] duly organized and existing under the laws of the [State
of __________] [United States], on behalf of which he [she] makes
this affidavit.

      2. That the Purchaser's Taxpayer Identification Number 
is [        ].

      3. That the Purchaser is not a "disqualified organization"
within the meaning of Section 860E(e)(5) of the Internal Revenue
Code of 1986, as amended (the "Code") and will not be a
"disqualified organization" as of [date of transfer], and that
the Purchaser is not acquiring a Residual Certificate (as defined
below) for the account of, or as agent (including a broker,
nominee, or other middleman) for, any person or entity from which
it has not received an affidavit substantially in the form of
this affidavit. For these purposes, a "disqualified organization"
means the United States, any state or political subdivision
thereof, any foreign government, any international organization,
any agency or instrumentality of any of the foregoing (other than
an instrumentality if all of its activities are subject to tax
and a majority of its board of directors is not selected by such
governmental entity), any cooperative organization furnishing
electric energy or providing telephone service to persons in
rural areas as described in Code Section 1381(a)(2)(C), or any
organization (other than a farmers' cooperative described in Code
Section 521) that is exempt from federal income tax unless such
organization is subject to the tax on unrelated business income
imposed by Code Section 511. As used herein, "Residual
Certificate" means any Certificate designated as a "Class R
Certificate" of GE Capital Mortgage Services, Inc.'s REMIC
Multi-Class Pass-Through Certificates, Series 1998-21.

     4. That the Purchaser is not, and on __________ [insert date
of transfer of Residual Certificate to Purchaser] will not be,
and is not and on such date will not be investing the assets of,
an employee benefit plan subject to the Employee Retirement
Income Security Act of 1974, as amended ("ERISA"), or a plan
subject to Code Section 4975 or a person or entity that is using
the assets of any employee benefit plan or other plan to acquire
a Residual Certificate.

      5. That the Purchaser hereby acknowledges that under the
terms of the Pooling and Servicing Agreement (the "Agreement")
between State Street Bank and Trust Company, as 



<PAGE>

Trustee, and GE Capital Mortgage Services, Inc., dated as of
November 1, 1998, no transfer of the Residual Certificates shall
be permitted to be made to any person unless the Trustee has
received a certificate from such transferee to the effect that
such transferee is not an employee benefit plan subject to ERISA
or a plan subject to Section 4975 of the Code and is not using
the assets of any employee benefit plan or other plan to acquire
Residual Certificates.

     6. That the Purchaser does not hold REMIC residual
securities as nominee to facilitate the clearance and settlement
of such securities through electronic book-entry changes in
accounts of participating organizations (such entity, a
"Book-Entry Nominee").

     7. That the Purchaser does not have the intention to impede
the assessment or collection of any federal, state or local taxes
legally required to be paid with respect to such Residual
Certificate.

      8. That the Purchaser will not transfer a Residual
Certificate to any person or entity (i) as to which the Purchaser
has actual knowledge that the requirements set forth in paragraph
3, paragraph 6 or paragraph 10 hereof are not satisfied or that
the Purchaser has reason to believe does not satisfy the
requirements set forth in paragraph 7 hereof, and (ii) without
obtaining from the prospective Purchaser an affidavit
substantially in this form and providing to the Trustee a written
statement substantially in the form of Exhibit G to the
Agreement.

     9. That the Purchaser understands that, as the holder of a
Residual Certificate, the Purchaser may incur tax liabilities in
excess of any cash flows generated by the interest and that it
intends to pay taxes associated with holding such Residual
Certificate as they become due.

      10. That the Purchaser (i) is not a Non-U.S. Person or (ii)
is a Non-U.S. Person that holds a Residual Certificate in
connection with the conduct of a trade or business within the
United States and has furnished the transferor and the Trustee
with an effective Internal Revenue Service Form 4224 or successor
form at the time and in the manner required by the Code or (iii)
is a Non-U.S. Person that has delivered to both the transferor
and the Trustee an opinion of a nationally recognized tax counsel
to the effect that the transfer of such Residual Certificate to
it is in accordance with the requirements of the Code and the
regulations promulgated thereunder and that such transfer of a
Residual Certificate will not be disregarded for federal income
tax purposes. "Non-U.S. Person" means an individual, corporation,
partnership or other person other than a citizen or resident of
the United States, a corporation, partnership or other entity
created or organized in or under the laws of the United States or
any political subdivision thereof, or an estate or trust that is
subject to U.S. federal income tax regardless of the source of
its income.

     11. That the Purchaser agrees to such amendments of the
Pooling and Servicing Agreement as may be required to further
effectuate the restrictions on transfer of any Residual
Certificate to such a "disqualified organization," an agent
thereof, a Book-Entry Nominee, or a person that does not satisfy
the requirements of paragraph 7 and paragraph 10 hereof.


                               F-2
<PAGE>

     12. That the Purchaser consents to the designation of the
Company as its agent to act as "tax matters person" of the Trust
Fund pursuant to the Pooling and Servicing Agreement.


                               F-3
<PAGE>

      IN WITNESS WHEREOF, the Purchaser has caused this
instrument to be executed on its behalf, pursuant to authority of
its Board of Directors, by its [title of officer] this _____ day
of __________, 19__.




                          ---------------------------------
                          [name of Purchaser]


                          By:______________________________
                             Name:
                             Title:

Personally appeared before me the above-named [name of officer]
________________, known or proved to me to be the same person who
executed the foregoing instrument and to be the [title of
officer] _________________ of the Purchaser, and acknowledged to
me that he [she] executed the same as his [her] free act and deed
and the free act and deed of the Purchaser.

Subscribed and sworn before me this _____ day of __________,
19__.

NOTARY PUBLIC

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

COUNTY OF_____________________

STATE OF______________________

My commission expires the _____ day of __________, 19__.


                               F-4
<PAGE>



                             EXHIBIT G

         [LETTER FROM TRANSFEROR OF RESIDUAL CERTIFICATE]

                        -------------------
                               Date

State Street Bank and Trust Company
Corporate Trust Department
225 Franklin Street
8th Floor
Boston, Massachusetts   02110

           Re:  GE Capital Mortgage Services, Inc.
                REMIC Multi-Class Pass-Through
                Certificates, Series 1998-21

Ladies and Gentlemen:

     _______________________ (the "Transferor") has reviewed the
attached affidavit of _____________________________ (the
"Transferee"), and has no actual knowledge that such affidavit is
not true and has no reason to believe that the information
contained in paragraph 7 thereof is not true, and has no reason
to believe that the Transferee has the intention to impede the
assessment or collection of any federal, state or local taxes
legally required to be paid with respect to a Residual
Certificate. In addition, the Transferor has conducted a
reasonable investigation at the time of the transfer and found
that the Transferee had historically paid its debts as they came
due and found no significant evidence to indicate that the
Transferee will not continue to pay its debts as they become due.

                               Very truly yours,


                               -------------------------------
                               Name:
                               Title:



<PAGE>
                             EXHIBIT H

                 ADDITIONAL SERVICER COMPENSATION




QUALIFIED ADMINISTRATIVE EXPENSES
(Conventional, Non-Conforming Loans)


Assumption Fees                                $550 - $800

Late Charges                                   Per Loan Documents

Appraisal/Inspection Fees                      Reasonable and Customary Charges

Partial Release Fees                           $300

Easements                                      $150

Insufficient Funds Charges                     $15

Document Requests (copies of loan file
documents, additional pay-off quotations,
amortization schedules, payment histories)     $0

Modification Fees                              Reasonable and Customary Charges



<PAGE>



                             EXHIBIT I

                   FORM OF INVESTMENT LETTER FOR
                DEFINITIVE RESTRICTED CERTIFICATES




                                              ---------------------
                                                         Date

State Street Bank and Trust Company
Corporate Trust Department
225 Franklin Street
8th Floor
Boston, Massachusetts   02110

                Re:  GE Capital Mortgage Services, Inc.
                     REMIC Multi-Class Pass Through
                     Certificates, Series 1998-21

Ladies and Gentlemen:

     1. The undersigned, a [title of officer] _______________ of
[name of Investor] _________________________________________ (the
"Investor"), a ______________ ___________________ [description of
type of entity] duly organized and existing under the laws of the
[State of __________________] [United States], hereby certifies
as follows:

     2. The Investor hereby acknowledges that under the terms of
the Pooling and Servicing Agreement between State Street Bank and
Trust Company, as Trustee, and GE Capital Mortgage Services, Inc.
(the "Company"), dated as of November 1, 1998 (the "Agreement"),
no transfer of a Restricted Certificate may be made unless such
transfer is exempt from the registration requirements of the
Securities Act of 1933, as amended (the "Securities Act"), and
any applicable state securities laws, or is made in accordance
with the Securities Act and such laws.

     3. The Investor understands that (a) the Restricted
Certificates have not been and will not be registered or
qualified under the Securities Act, or the securities laws of any
state, (b) neither the Company nor the Trustee is required, and
neither intends, to so register or qualify the Restricted
Certificates, (c) the Restricted Certificates cannot be resold
unless (i) they are registered and qualified under the Securities
Act and the applicable state securities laws or (ii) such sale is
exempt from the requirements of the Securities Act, (d) the
Agreement contains restrictions regarding the transfer of the
Restricted Certificates and (e) the Restricted Certificates will
bear a legend to the foregoing effect.




<PAGE>

     4. The Investor is acquiring the Restricted Certificates for
its own account for investment only and not with a view to or for
sale or other transfer in connection with any distribution of the
Restricted Certificates in any manner that would violate the
Securities Act or any applicable state securities laws.

     5. The Investor (a) is a substantial, sophisticated
institutional investor having such knowledge and experience in
financial and business matters, and in particular in such matters
related to securities similar to the Restricted Certificates,
such that it is capable of evaluating the merits and risks of
investment in the Restricted Certificates, (b) is able to bear
the economic risks of such an investment and (c) is an
"accredited investor" within the meaning of Rule 501(a)(1), (2),
(3) or (7) promulgated pursuant to the Securities Act.

     6. The Investor will not authorize nor has it authorized any
person to (a) offer, pledge, sell, dispose of or otherwise
transfer any Restricted Certificate, any interest in any
Restricted Certificate or any other similar security to any
person in any manner, (b) solicit any offer to buy or to accept a
pledge, disposition or other transfer of any Restricted
Certificate, any interest in any Restricted Certificate or any
other similar security from any person in any manner, (c)
otherwise approach or negotiate with respect to any Restricted
Certificate, any interest in any Restricted Certificate or any
other similar security with any person in any manner, (d) make
any general solicitation by means of general advertising or in
any other manner, or (e) take any other action that would
constitute a distribution of any Restricted Certificate under the
Securities Act, that would render the disposition of any
Restricted Certificate a violation of Section 5 of the Securities
Act or any state securities law, or that could require
registration or qualification pursuant thereto. Neither the
Investor nor anyone acting on its behalf has offered the
Restricted Certificates for sale or made any general solicitation
by means of general advertising or in any other manner with
respect to the Restricted Certificates. The Investor will not
sell or otherwise transfer any of the Restricted Certificates,
except in compliance with the provisions of the Agreement.

     7. If an Investor in a Restricted Certificate sells or
otherwise transfers any such Certificate to a transferee other
than a "qualified institutional buyer" under Rule 144A of the
Securities Act, such Investor will obtain (a) from any subsequent
purchaser the same certifications, representations, warranties
and covenants contained in the foregoing paragraphs and in this
paragraph or (b) an opinion of counsel in form and substance
satisfactory to the Trustee pursuant to the Agreement.

     8. The Investor hereby indemnifies the Trustee and the
Company against any liability that may result if the Investor's
transfer of a Restricted Certificate (or any portion thereof) is
not exempt from the registration requirements of the Securities
Act and any applicable state securities laws or is not made in
accordance with such federal and state laws. Such indemnification
of the Trustee and the Company shall survive the termination of
the Agreement.

     [9. The Restricted Certificates shall be registered in the
name of _____________________________ as nominee for the
Investor.]


                               I-2
<PAGE>

     IN WITNESS WHEREOF, the Investor has caused this instrument
to be executed on its behalf, pursuant to authority of its Board
of Directors, by its [title of officer] _____________ this _____
day of __________, 19__.


                          ---------------------------------
                          [name of Investor]


                          By:______________________________
                             Name:
                             Title:


      The undersigned hereby acknowledges that it is holding and
will hold the Restricted Certificates at the exclusive direction
of and as nominee of the Investor named above.

- ------------------------------
[name of nominee]


By:__________________________
    Name:
    Title:


                               I-3
<PAGE>



                             EXHIBIT J
                FORM OF DISTRIBUTION DATE STATEMENT

                    -----------------, ------
                       (month)         (year)

                GE CAPITAL MORTGAGE SERVICES, INC.
           REMIC Multi-Class Pass-Through Certificates,
                          Series 1998-21

     Pursuant to the Pooling and Servicing Agreement dated as of
November 1, 1998 (the "Agreement") between GE Capital Mortgage
Services, Inc. (the "Company"), and State Street Bank and Trust
Company (the "Trustee"), governing the Certificates referred to
above, the Company hereby certifies to the Trustee:

     With respect to the Agreement and as of the Determination
Date for this month:

     The amounts below are for a Single Certificate of $1,000:

     (1) Amount of distribution allocable to principal:

                     Class A1  $__________ 
                     Class A2  $__________
                     Class A3  $__________ 
                     Class A4  $__________
                     Class A5  $__________ 
                     Class A6  $__________
                     Class A7  $__________ 
                     Class A8  $__________
                     Class A9  $__________ 
                     Class A10 $__________
                     Class A11 $__________ 
                     Class A12 $__________
                     Class A13 $__________ 
                     Class PO  $__________
                     Class M   $__________ 
                     Class B1  $__________
                     Class B2  $__________ 
                     Class B3  $__________
                     Class B4  $__________ 
                     Class B5  $__________
                     Class R   $__________




<PAGE>

     (2) Aggregate principal prepayments included in
distribution:

                     Class A1  $__________ 
                     Class A2  $__________
                     Class A3  $__________ 
                     Class A4  $__________
                     Class A5  $__________ 
                     Class A6  $__________
                     Class A7  $__________ 
                     Class A8  $__________
                     Class A9  $__________ 
                     Class A10 $__________
                     Class A11 $__________ 
                     Class A12 $__________
                     Class A13 $__________ 
                     Class PO  $__________
                     Class M   $__________ 
                     Class B1  $__________
                     Class B2  $__________ 
                     Class B3  $__________
                     Class B4  $__________ 
                     Class B5  $__________
                     Class R   $__________

     (3) Amount of distribution allocable to interest; Pay-out
Rate:

                     Class A1  $__________     ____%
                     Class A2  $__________     ____%
                     Class A3  $__________     ____%
                     Class A4  $__________     ____%
                     Class A5  $__________     ____%
                     Class A6  $__________     ____%
                     Class A7  $__________     ____%
                     Class A8  $__________     ____%
                     Class A10 $__________     ____%
                     Class A12 $__________     ____%
                     Class A13 $__________     ____%
                     Class M   $__________     ____%
                     Class B1  $__________     ____%
                     Class B2  $__________     ____%
                     Class B3  $__________     ____%
                     Class B4  $__________     ____%
                     Class B5  $__________     ____%
                     Class R   $__________     ____%


                               J-2

<PAGE>

     (4) Amount of distribution allocable to Unanticipated
Recoveries:

                     Class A1  $__________     ____%
                     Class A2  $__________     ____%
                     Class A3  $__________     ____%
                     Class A4  $__________     ____%
                     Class A5  $__________     ____%
                     Class A6  $__________     ____%
                     Class A7  $__________     ____%
                     Class A8  $__________     ____%
                     Class A9  $__________     ____%
                     Class A10 $__________     ____%
                     Class A11 $__________     ____%
                     Class A12 $__________     ____%
                     Class A13 $__________     ____%
                     Class PO  $__________     ____%
                     Class M   $__________     ____%
                     Class B1  $__________     ____%
                     Class B2  $__________     ____%
                     Class B3  $__________     ____%
                     Class B4  $__________     ____%
                     Class B5  $__________     ____%
                     Class R   $__________     ____%

     (5) Servicing Compensation:                              $__________

     The amounts below are for the aggregate of all Certificates:

     (6) Pool Scheduled Principal Balance; 
         number of Mortgage Loans:                  $__________ __________

     (7) Class Certificate Principal Balance 
         (or Notional Principal Balance) of 
         each Class; Certificate Principal 
         Balance (or Notional Principal 
         Balance) of Single Certificate of 
         each Class:


                               J-3

<PAGE>

                                                  Single
                                                Certificate
                Class                  Balance   Balance
                -----                  -------   -------

                Class A1           $__________ $__________
                Class A2           $__________ $__________
                Class A3           $__________ $__________
                Class A4           $__________ $__________
                Class A5           $__________ $__________
                Class A6           $__________ $__________
                Class A7           $__________ $__________
                Class A8           $__________ $__________
                Class A9           $__________ $__________
                Class A10          $__________ $__________
                Class A11          $__________ $__________
                Class A12          $__________ $__________
                Class A13          $__________ $__________
                Class PO           $__________ $__________
                Class M            $__________ $__________
                Class B1           $__________ $__________
                Class B2           $__________ $__________
                Class B3           $__________ $__________
                Class B4           $__________ $__________
                Class B5           $__________ $__________
                Class R            $__________ $__________

     (8) Book value of real estate 
         acquired on behalf of
         Certificate-holders; number 
         of related Mortgage Loans:        $__________ __________

     (9) Aggregate Scheduled Principal 
         Balance and number of
         delinquent Mortgage Loans:

           30-59 days delinquent           $__________   __________
           60-89 days delinquent           $__________   __________
           90 or more days delinquent      $__________   __________
           In foreclosure                  $__________   __________

     (10) Aggregate Scheduled Principal 
          Balance and number of
          replaced Mortgage Loans:         $__________ __________


                               J-4
<PAGE>

     (11) Aggregate Scheduled Principal 
          Balance and number of
          modified Mortgage Loans:         $__________ __________

     (12) Senior Percentage for such 
          Distribution Date:                           __________%

     (13) Senior Prepayment Percentage for 
          such Distribution Date:                      __________%

     (14) Group II Senior Percentage for 
          such Distribution Date:                      __________%

     (15) Group II Senior Prepayment 
          Distribution Percentage for
          such Distribution Date:                      __________%

     (16) Junior Percentage for such 
          Distribution Date:                           __________%

     (17) Junior Prepayment Percentage for 
          such Distribution Date:                      __________%

     Capitalized terms used in this Statement shall have the same
meanings as in the Agreement.


                               J-5
<PAGE>


                             EXHIBIT K

                     FORM OF SPECIAL SERVICING
                   AND COLLATERAL FUND AGREEMENT


     This SPECIAL SERVICING AND COLLATERAL FUND AGREEMENT (the
"Agreement") is made and entered into as of ____________________,
199_, between GE Capital Mortgage Services, Inc. (the "Company")
and _____________________________ (the "Purchaser").

                       PRELIMINARY STATEMENT

     ___________________________ or an affiliate thereof is the
holder of the entire interest in REMIC Multi-Class Pass-Through
Certificates, Series 199_-__, Class B_ (the "Class B_
Certificates"). The Class B_ Certificates were issued pursuant to
a Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of ________ 1, 199_ between the Company (in
its capacity as servicer thereunder, the "Servicer") and State
Street Bank and Trust Company as Trustee.

     ____________________________ or an affiliate thereof intends
to resell all of the Class B_ Certificates directly to the
Purchaser on or promptly after the date hereof.

     In connection with such sale, the parties hereto have agreed
that the Company, as Servicer, will engage in certain special
servicing procedures relating to foreclosures for the benefit of
the Purchaser, and that the Purchaser will deposit funds in a
collateral fund to cover any losses attributable to such
procedures as well as all advances and costs in connection
therewith, as set forth herein.

     [The parties hereto have further agreed that the Purchaser
will have no rights, and the Company will have no obligations
under this Agreement until the Class Certificate Principal
Balance of the REMIC Multi-Class Pass-Through Certificates,
Series 199_-__, Class B5 (the "Class B5 Certificates") has been
reduced to zero, and any Special Servicing and Collateral Fund
Agreement in respect of such Class between the Company and the
Purchaser has been terminated.]

     In consideration of the mutual agreements herein contained,
the receipt and sufficiency of which are hereby acknowledged, the
Company and the Purchaser agree that the following provisions
shall become effective and shall be binding on and enforceable by
the Company and the Purchaser upon the acquisition by the
Purchaser of the Class B_ Certificates.
<PAGE>

                            ARTICLE I

                           DEFINITIONS

     Section 1.01. Defined Terms. Whenever used in this
Agreement, the following words and phrases, unless the context
otherwise requires, shall have the following meanings:

     Business Day: Any day other than (i) a Saturday or a Sunday
of (ii) a day on which banking institutions in New York City or
Boston, Massachusetts are required or authorized by law or
executive order to be closed.

     Collateral Fund: The fund established and maintained
pursuant to Section 3.01 hereof.

     Collateral Fund Permitted Investments: Either (i)
obligations of, or obligations fully guaranteed as to principal
and interest by, the United States, or any agency or
instrumentality thereof, provided such obligations are backed by
the full faith and credit of the United States, (ii) repurchase
agreements on obligations specified in clause (i) provided that
the unsecured obligations of the party agreeing to repurchase
such obligations are at the time rated by each Rating Agency in
the highest long-term rating category, (iii) federal funds,
certificates of deposit, time deposits and banker's acceptances
of any U.S. depository institution or trust company incorporated
under the laws of the United States or any state provided that
the debt obligations of such depository institution or trust
company at the date of acquisition thereof have been rated by
each Rating Agency in the highest long-term rating category, (iv)
commercial paper of any corporation incorporated under the laws
of the United States or any state thereof which on the date of
acquisition has the highest short term rating of each Rating
Agency, and (v) other obligations or securities that are
acceptable to each Rating Agency as a Collateral Fund Permitted
Investment hereunder and will not, as evidenced in writing,
result in a reduction or withdrawal in the then current rating of
the Certificates and, for each of the preceding clauses, the
maturity thereof shall be not later than the earlier to occur of
(A) 30 days from the date of the related investment and (B) the
Business Day preceding the next succeeding Distribution Date.

     Commencement of Foreclosure: The first official action
required under local law in order to commence foreclosure
proceedings or to schedule a trustee's sale under a deed of
trust, including (i) in the case of a mortgage, any filing or
service of process necessary to commence an action to foreclose,
or (ii) in the case of a deed of trust, the posting, publishing,
filing or delivery of a notice of sale, but not including in
either case (x) any notice of default, notice of intent to
foreclose or sell or any other action prerequisite to the actions
specified in (i) or (ii) above and, upon the consent of the
Purchaser which will be deemed given unless expressly withheld
within two Business Days of notification, (y) the acceptance of a
deed-in-lieu of foreclosure (whether in connection with a sale of
the related property or otherwise) or (z) initiation and
completion of a short pay-off.

     Current Appraisal: With respect to any Mortgage Loan as to
which the Purchaser has made an Election to Delay Foreclosure, an
appraisal of the related Mortgaged Property 


                               K-2

<PAGE>

obtained by the Purchaser as nearly contemporaneously as
practicable to the time of the Purchaser's election, prepared
based on the Company's customary requirements for such
appraisals.

     Election to Delay Foreclosure: Any election by the Purchaser
to delay the Commencement of Foreclosure, made in accordance with
Section 2.02(b).

     Election to Foreclose: Any election by the Purchaser to
proceed with the Commencement of Foreclosure, made in accordance
with Section 2.03(a).

     Required Collateral Fund Balance: As of any date of
determination, an amount equal to the aggregate of all amounts
previously required to be deposited in the Collateral Fund
pursuant to Section 2.02(d) (after adjustments for all
withdrawals and deposits prior to such date pursuant to Section
2.02(e)) and Section 2.03(b) (after adjustment for all
withdrawals and deposits prior to such date pursuant to Section
2.03(c)) and Section 3.02, reduced by all withdrawals therefrom
prior to such date pursuant to Section 2.02(g) and Section
2.03(d).

     Section 1.02. Definitions Incorporated by Reference. All
capitalized terms not otherwise defined in this Agreement shall
have the meanings assigned in the Pooling and Servicing
Agreement.

                           ARTICLE II

                   SPECIAL SERVICING PROCEDURES

     Section 2.01. Reports and Notices.

     (a) In connection with the performance of its duties under
the Pooling and Servicing Agreement relating to the realization
upon defaulted Mortgage Loans, the Company as Servicer shall
provide to the Purchaser the following notices and reports:

          (i) Within five Business Days after each Distribution
     Date (or included in or with the monthly statements to
     Certificateholders pursuant to the Pooling and Servicing
     Agreement), the Company, as Servicer, shall provide to the
     Purchaser a report, using the same methodology and
     calculations in its standard servicing reports, indicating
     for the Trust Fund the number of Mortgage Loans that are (A)
     thirty days, (B) sixty days, (C) ninety days or more
     delinquent or (D) in foreclosure, and indicating for each
     such Mortgage Loan the loan number and outstanding principal
     balance.

          (ii) Prior to the Commencement of Foreclosure in
     connection with any Mortgage Loan, the Company shall provide
     the Purchaser with a notice (sent by facsimile transmission)
     of such proposed and imminent foreclosure, stating the loan
     number and the aggregate amount owing under the Mortgage
     Loan. Such notice may be provided to the Purchaser in the
     form of a copy of a referral letter from the Company to an
     attorney 


                               K-3

<PAGE>

     requesting the institution of foreclosure or a copy
     of a request to foreclose received by the Company from the
     related primary servicer which has been approved by the
     Company.

     (b) If requested by the Purchaser, the Company shall make
its servicing personnel available (during their normal business
hours) to respond to reasonable inquiries, in writing by
facsimile transmission, by the Purchaser in connection with any
Mortgage Loan identified in a report under subsection (a)(i) or
(a)(ii) which has been given to the Purchaser, provided, that (1)
the Company shall only be required to provide information that is
readily accessible to its servicing personnel and is non-
confidential and (2) the Company shall respond within five
Business Days orally or in writing by facsimile transmission.

     (c) In addition to the foregoing, the Company shall provide
to the Purchaser such information as the Purchaser may reasonably
request concerning each Mortgage Loan that is at least sixty days
delinquent and each Mortgage Loan which has become real estate
owned, through the final liquidation thereof, provided, that the
Company shall only be required to provide information that is
readily accessible to its servicing personnel and is
non-confidential.

     Section 2.02. Purchaser's Election to Delay Foreclosure
Proceedings.

     (a) The Purchaser shall be deemed to direct the Company that
in the event that the Company does not receive written notice of
the Purchaser's election pursuant to subsection (b) below within
24 hours (exclusive of any intervening non-Business Days) of
transmission of the notice provided by the Company under Section
2.01(a)(ii) subject to extension as set forth in Section 2.02(b),
the Company may proceed with the Commencement of Foreclosure in
respect of such Mortgage Loan in accordance with its normal
foreclosure policies without further notice to the Purchaser. Any
foreclosure that has been initiated may be discontinued (i)
without notice to the Purchaser if the Mortgage Loan has been
brought current or if a refinancing or prepayment occurs with
respect to the Mortgage Loan (including by means of a short
payoff approved by the Company) or (ii) with notice to the
Purchaser if the Company has reached the terms of a forbearance
agreement with the borrower. In such latter case the Company may
complete such forbearance agreement unless instructed otherwise
by the Purchaser within two Business Days of notification.

     (b) In connection with any Mortgage Loan with respect to
which a notice under Section 2.01(a)(ii) has been given to the
Purchaser, the Purchaser may elect to instruct the Company to
delay the Commencement of Foreclosure until such time as the
Purchaser determines that the Company may proceed with the
Commencement of Foreclosure. Such election must be evidenced by
written notice received within 24 hours (exclusive of any
intervening non-Business Days) of transmission of the notice
provided by the Company under Section 2.01(a)(ii). The Purchaser
shall send a copy of such notice of election to each Rating
Agency as soon as practicable thereafter. Such 24-hour period
shall be extended for no longer than an additional four Business
Days after the receipt of the information if the Purchaser
requests additional information related to such foreclosure
within such 24-hour period; provided, however, that the Purchaser
will have at least one Business Day to make such election
following its receipt of any requested additional information.
Any such additional information shall (i) not 


                               K-4

<PAGE>

be confidential in nature and (ii) be obtainable by the Company
from existing reports, certificates or statements or otherwise be
readily accessible to its servicing personnel. The Purchaser
agrees that it has no right to deal with the mortgagor. However,
if the Company's normal foreclosure policies include acceptance
of a deed-in-lieu of foreclosure or short payoff, the Purchaser
will be notified and given two Business Days to respond.

     (c) With respect to any Mortgage Loan as to which the
Purchaser has made an Election to Delay Foreclosure, the
Purchaser shall obtain a Current Appraisal as soon as
practicable, and shall provide the Company with a copy of such
Current Appraisal.

     (d) Within two Business Days of making any Election to Delay
Foreclosure, the Purchaser shall remit by wire transfer to the
Trustee, for deposit in the Collateral Fund, an amount, as
calculated by the Company, equal to the sum of (i) 125% of the
greater of the Scheduled Principal Balance of the Mortgage Loan
and the value shown in the Current Appraisal referred to in
subsection (c) above (or, if such Current Appraisal has not yet
been obtained, the Company's estimate thereof, in which case the
required deposit under this subsection shall be adjusted upon
obtaining such Current Appraisal), and (ii) three months'
interest on the Mortgage Loan at the applicable Mortgage Rate. If
any Election to Delay Foreclosure extends for a period in excess
of three months (such excess period being referred to herein as
the "Excess Period"), the Purchaser shall remit by wire transfer
in advance to the Trustee for deposit in the Collateral Fund the
amount of each additional month's interest, as calculated by the
Company, equal to interest on the Mortgage Loan as the applicable
Mortgage Rate for the Excess Period. The terms of this Agreement
will no longer apply to the servicing of any Mortgage Loan upon
the failure of the Purchaser to deposit the above amounts
relating to the Mortgage Loan within two Business Days of (i) the
Election to Delay Foreclosure or (ii) the beginning of the
related Excess Period, as the case may be.

     (e) With respect to any Mortgage Loan as to which the
Purchaser has made an Election to Delay Foreclosure, the Company
or the Trustee may withdraw from the Collateral Fund from time to
time amounts necessary to reimburse the Company for all related
Monthly Advances and Liquidation Expenses thereafter made by the
Company as Servicer in accordance with the Pooling and Servicing
Agreement. To the extent that the amount of any such Liquidation
Expense is determined by the Company based on estimated costs,
and the actual costs are subsequently determined to be higher,
the Company or the Trustee may withdraw the additional amount
from the Collateral Fund to reimburse the Company. In the event
that the Mortgage Loan is brought current by the mortgagor, the
amounts so withdrawn from the Collateral Fund shall be
redeposited therein as and to the extent that reimbursement
therefor from amounts paid by the mortgagor is not prohibited
pursuant to the Pooling and Servicing Agreement as of the date
hereof. Except as provided in the preceding sentence, amounts
withdrawn from the Collateral Fund to cover Monthly Advances and
Liquidation Expenses shall not be redeposited therein or
otherwise reimbursed to the Purchaser. If and when any such
Mortgage Loan is brought current by the mortgagor, all amounts
remaining in the Collateral Fund in respect of such Mortgage Loan
(after adjustment for all previous withdrawals and 


                               K-5

<PAGE>

deposits pursuant to this subsection and after reimbursement to
the Servicer for all related Monthly Advances) shall be released
to the Purchaser.

     (f) With respect to any Mortgage Loan as to which the
Purchaser has made an Election to Delay Foreclosure, the Company
shall continue to service the Mortgage Loan in accordance with
its customary procedures (other than the delay in Commencement of
Foreclosure as provided herein). If and when, following such
election, the Purchaser shall notify the Company that it believes
that it is appropriate to do so, the Company shall proceed with
the Commencement of Foreclosure; provided that, in any event, if
the Mortgage Loan is not brought current by the mortgagor by the
time the loan becomes 6 months delinquent, the Purchaser's
election shall no longer be effective, unless the Purchaser shall
have purchased the related Mortgage Loan promptly following (and
in any event not later than the third Business Day after) the end
of such 6-month period in the manner provided in the following
two sentences, and the Company shall be entitled to proceed with
the Commencement of Foreclosure. Any purchase of such Mortgage
Loan by the Purchaser pursuant to the preceding sentence shall be
at a purchase price equal to the unpaid principal balance of the
Mortgage Loan plus accrued interest at the Mortgage Rate from the
date last paid by the mortgagor. Such purchase price shall be
deposited by the Purchaser into the Collateral Fund in
immediately available funds on the Business Day which is the date
of purchase and the Purchaser shall instruct the Trustee (with
notice to the Company) to withdraw such amount therefrom on such
Business Day and remit the same to the Trust Fund for application
as Liquidation Proceeds pursuant to the Pooling and Servicing
Agreement. Following such withdrawal, all amounts remaining in
the Collateral Fund in respect of such Mortgage Loan (after
adjustment for all previous withdrawals and deposits pursuant to
this Agreement and after reimbursement to the Servicer for all
related Monthly Advances) shall be released to the Purchaser.

     (g) Upon the occurrence of a liquidation with respect to any
Mortgage Loan as to which the Purchaser made an Election to Delay
Foreclosure and as to which the Company proceeded with the
Commencement of Foreclosure in accordance with subsection (f)
above, the Company shall calculate the amount, if any, by which
the value shown on the Current Appraisal obtained under
subsection (c) exceeds the actual sales price obtained for the
related Mortgaged Property (net of Liquidation Expenses and
unreimbursed Monthly Advances related to the extended foreclosure
period), and the Company or the Trustee shall withdraw the amount
of such excess from the Collateral Fund and shall remit the same
to the Trust Fund for application as additional Liquidation
Proceeds pursuant to the Pooling and Servicing Agreement. After
making such withdrawal, all amounts remaining in the Collateral
Fund in respect of such Mortgage Loan (after adjustment for all
withdrawals and deposits pursuant to subsection (e) and after
reimbursement to the Servicer for all related Monthly Advances)
shall be released to the Purchaser.

     Section 2.03. Purchaser's Election to Commence Foreclosure
Proceedings.

     (a) In connection with any Mortgage Loan identified in a
report under Section 2.01(a)(i)(B), the Purchaser may elect to
instruct the Company to proceed with 


                               K-6

<PAGE>

the Commencement of Foreclosure as soon as practicable. Such
election must be evidenced by written notice received by the
Company by 5:00 p.m., New York City time, on the third Business
Day following the delivery of such report under Section
2.01(a)(i).

     (b) Within two Business Days of making any Election to
Foreclose, the Purchaser shall remit to the Trustee, for deposit
in the Collateral Fund, an amount, as calculated by the Company,
equal to 125% of the current Scheduled Principal Balance of the
Mortgage Loan and three months' interest on the Mortgage Loan at
the applicable Mortgage Rate. If and when any such Mortgage Loan
is brought current by the mortgagor, all amounts in the
Collateral Fund in respect of such Mortgage Loan (after
adjustment for all withdrawals and deposits pursuant to
subsection (c) below) shall be released to the Purchaser. The
terms of this Agreement will no longer apply to the servicing of
any Mortgage Loan upon the failure of the Purchaser to deposit
the above amounts relating to the Mortgage Loan within two
Business Days of the Election to Foreclose.

     (c) With respect to any Mortgage Loan as to which the
Purchaser has made an Election to Foreclose, the Company shall
continue to service the Mortgage Loan in accordance with its
customary procedures. In connection therewith, the Company shall
have the same rights to make withdrawals for Monthly Advances and
Liquidation Expenses from the Collateral Fund as are provided
under Section 2.02(e), and the Company shall make reimbursements
thereto to the limited extent provided under such subsection. The
Company shall not be required to proceed with the Commencement of
Foreclosure if (i) the same is stayed as a result of the
mortgagor's bankruptcy or is otherwise barred by applicable law,
or to the extent that all legal conditions precedent thereto have
not yet been complied with, or (ii) the Company believes there is
a breach of representations or warranties by the Company, which
may result in a repurchase or substitution of such Mortgage Loan,
or (iii) the Company has or expects to have the right under the
Pooling and Servicing Agreement to purchase the defaulted
Mortgage Loan and intends to exercise such right or (iv) the
Company reasonably believes the Mortgaged Property may be
contaminated with or affected by hazardous wastes or hazardous
substances (and the Company supplies the Purchaser with
information supporting such belief) or (v) the same is prohibited
by or is otherwise inconsistent with the provisions of the
Pooling and Servicing Agreement. Any foreclosure that has been
initiated may be discontinued (i) without notice to the Purchaser
if the Mortgage Loan has been brought current or if a refinancing
or prepayment occurs with respect to the Mortgage Loan (including
by means of a short payoff approved by the Purchaser) or (ii)
with notice to the Purchaser if the Company has reached the terms
of a forbearance agreement unless instructed otherwise by the
Purchaser within two Business Days of notification.

     (d) Upon the occurrence of a liquidation with respect to any
Mortgage Loan as to which the Purchaser made an Election to
Foreclose and as to which the Company proceeded with the
Commencement of Foreclosure in accordance with subsection (c)
above, the Company shall calculate the amount, if any, by which
the Scheduled Principal Balance of the Mortgage Loan at the time
of liquidation (plus all unreimbursed Monthly Advances and
Liquidation Expenses in connection therewith other than those
previously paid from the Collateral Fund) exceeds the actual
sales price obtained for the related Mortgaged Property, and the
Company or the Trustee 


                               K-7

<PAGE>

shall withdraw the amount of such excess from the Collateral Fund
and shall remit the same to the Trust Fund for application as
additional Liquidation Proceeds pursuant to the Pooling and
Servicing Agreement. After making such withdrawal, all amounts
remaining in the Collateral Fund (after adjustment for all
withdrawals and deposits pursuant to subsection (c) above and
after reimbursement to the Servicer for all related Monthly
Advances) in respect of such Mortgage Loan shall be released to
the Purchaser.

     Section 2.04. Termination.

     (a) With respect to all Mortgage Loans included in the Trust
Fund, the Purchaser's right to make any Election to Delay
Foreclosure or any Election to Foreclose and the Company's
obligations under Section 2.01 shall terminate on the earliest to
occur of the following: (i) at such time as the Class Certificate
Principal Balance of the Class B_ Certificates has been reduced
to zero, (ii) if the greater of (x) 43% (or such lower or higher
percentage that represents the Company's actual loss experience
with respect to the Mortgage Loans in the related pool) of the
aggregate principal balance of all Mortgage Loans that are in
foreclosure or are more than 90 days delinquent on a contractual
basis and the aggregate book value of REO properties or (y) the
aggregate amount that the Company estimates through its normal
servicing practices will be required to be withdrawn from the
Collateral Fund with respect to Mortgage Loans as to which the
Purchaser has made an Election to Delay Foreclosure or an
Election to Foreclose exceeds (z) the then-current Class
Certificate Principal Balance of the Class B_ Certificates, or
(iii) upon any transfer by the Purchaser of any interest (other
than the minority interest therein, but only if the transferee
provides written acknowledgment to the Company of the Purchaser's
right hereunder and that such transferee will have no rights
hereunder) in the Class B_ Certificates [or in the Class B5
Certificates] (whether or not such transfer is registered under
the Pooling and Servicing Agreement), including any such transfer
in connection with a termination of the Trust Fund. Unless
earlier terminated as set forth herein, this Agreement and the
respective rights, obligations and responsibilities of the
Purchaser and the Company hereunder shall terminate immediately
upon (x) the later to occur of (i) the final liquidation of the
last Mortgage Loan as to which the Purchaser made any Election to
Delay Foreclosure or any Election to Foreclose and the withdrawal
of all remaining amounts in the Collateral Fund as provided
herein and (ii) ten (10) Business Days' notice or (y) the
occurrence of any event that results in the Purchaser becoming an
"affiliate" of the Trustee within the meaning of the Prohibited
Transaction Exemption (as defined in the Pooling and Servicing
Agreement).

     (b) The Purchaser's rights pursuant to Section 2.02 or 2.03
of this Agreement shall terminate with respect to a Mortgage Loan
as to which the Purchaser has exercised its rights under Section
2.02 or 2.03 hereof, upon Purchaser's failure to deposit any
amounts required pursuant to Section 2.02(d) or 2.03(b) after one
Business Day's notice of such failure.

     Section 2.05. Notification. The Purchaser shall promptly
notify the Trustee and the Company if such Purchaser becomes
aware of any discussions, plans or events that might lead to such
Person's becoming an "affiliate" (within the meaning of the
Prohibited Transaction 


                               K-8

<PAGE>

Exemption) of the Trustee, provided that the contents of any such
notification shall be kept confidential by the parties to this
Agreement.

                           ARTICLE III

                COLLATERAL FUND; SECURITY INTEREST

      Section 3.01. Collateral Fund. Upon payment by the
Purchaser of the initial amount required to be deposited in the
Collateral Fund pursuant to Article II, the Company shall request
the Trustee to establish and maintain with the Trustee a
segregated account entitled "REMIC Multi-Class Pass-Through
Certificates 199_-__ Collateral Fund, for the benefit of GE
Capital Mortgage Services, Inc. and State Street Bank and Trust
Company on behalf of Certificateholders, as secured parties" (the
"Collateral Fund"). Amounts held in the Collateral Fund shall
continue to be the property of the Purchaser, subject to the
first priority security interest granted hereunder for the
benefit of such secured parties, until withdrawn from the
Collateral Fund pursuant to the Section 2.02 or 2.03 hereof.

           Upon the termination of this Agreement and the
liquidation of all Mortgage Loans as to which the Purchaser has
made any Election to Delay Foreclosure or any Election to
Foreclose pursuant to Section 2.04 hereof, the Company shall
distribute to the Purchaser all amounts remaining in the
Collateral Fund together with any investment earnings thereon
(after giving effect to all withdrawals therefrom permitted under
this Agreement).

     The Purchaser shall not take or direct the Company or the
Trustee to take any action contrary to any provision of the
Pooling and Servicing Agreement. In no event shall the Purchaser
(i) take or cause the Trustee or the Company to take any action
that could cause any REMIC established under the Pooling and
Servicing Agreement to fail to qualify as a REMIC or cause the
imposition on any such REMIC of any "prohibited transaction" or
"prohibited contribution" taxes or (ii) cause the Trustee or the
Company to fail to take any action necessary to maintain the
status of any such REMIC as a REMIC.

     Section 3.02. Collateral Fund Permitted Investments. The
Company shall, at the written direction of the Purchaser, direct
the Trustee to invest the funds in the Collateral Fund in the
name of the Trustee in Collateral Fund Permitted Investments.
Such direction shall not be changed more frequently then
quarterly. In the absence of any direction, the Company shall
direct the Trustee select such investments in accordance with the
definition of Collateral Fund Permitted Investments in its
discretion

          All income and gain realized from any investment as
well as any interest earned on deposits in the Collateral Fund
(net of any losses on such investments) and any payments of
principal made in respect of any Collateral Fund Permitted
Investment shall be deposited in the Collateral Fund upon
receipt. All costs and realized losses associated with the
purchase and sale of Collateral Fund Permitted Investments shall
be borne by the Purchaser and the amount of net realized losses
shall be promptly deposited by the Purchaser in the Collateral
Fund. The Company shall periodically (but not more frequently
than monthly) direct the Trustee to 


                               K-9

<PAGE>

distribute to the Purchaser upon request an amount of cash, to
the extent cash is available therefor in the Collateral Fund,
equal to the amount by which the balance of the Collateral Fund,
after giving effect to all other distributions to be made from
the Collateral Fund on such date, exceeds the Required Collateral
Fund Balance. Any amounts so distributed shall be released from
the lien and security interest of this Agreement.

     Section 3.03. Grant of Security Interest. In order to secure
the obligations of the Purchaser hereunder to the Company and the
Trustee for the benefit of Certificateholders (other than its
obligations under Section 4.10), the Purchaser hereby grants to
the Company and to the Trustee for the benefit of the
Certificateholders a security interest in and lien on all of the
Purchaser's right, title and interest, whether now owned or
hereafter acquired, in and to: (1) the Collateral Fund, (2) all
amounts deposited in the Collateral Fund and Collateral Fund
Permitted Investments in which such amounts are invested (and the
distributions and proceeds of such investments) and (3) all cash
and non-cash proceeds of any of the foregoing, including proceeds
of the voluntary or involuntary conversion thereof (all of the
foregoing collectively, the "Collateral").

          The Purchaser acknowledges the lien on and security
interest in the Collateral for the benefit of the Company and the
Trustee on behalf of the Certificateholders. The Purchaser shall
take all actions requested by the Company or the Trustee as may
be reasonably necessary to perfect the security interest created
under this Agreement in the Collateral and cause it to be prior
to all other security interests and liens, including the
execution and delivery to the Company or at its direction the
Trustee for filing of appropriate financing statements in
accordance with applicable law.

     Section 3.04. Collateral Shortfalls. In the event that
amounts on deposit in the Collateral Fund at any time are
insufficient to cover any withdrawals therefrom that the Company
or the Trustee is then entitled to make hereunder, the Purchaser
shall be obligated to pay such amounts to the Company or the
Trustee immediately upon demand. Such obligation shall constitute
a general corporate obligation of the Purchaser. The failure to
pay such amounts within two Business Days of such demand (except
for amounts to cover interest on a Mortgage Loan pursuant to
Sections 2.02(d) and 2.03(b)), shall cause an immediate
termination of the Purchaser's right to make any Election to
Delay Foreclosure or Election to Foreclose and the Company's
obligations under this Agreement with respect to all Mortgage
Loans to which such insufficiencies relate, without the necessity
of any further notice or demand on the part of the Company.

                           ARTICLE IV

                     MISCELLANEOUS PROVISIONS

     Section 4.01. Amendment. This Agreement may be amended from
time to time by the Company and the Purchaser by written
agreement signed by the Company and the Purchaser provided that
no such amendment shall have a material adverse effect on the
holders of other Classes of Certificates.


                              K-10
<PAGE>
     Section 4.02. Counterparts. This Agreement may be executed
simultaneously in any number of counterparts, each of which
counterparts shall be deemed to be an original, and such
counterparts shall constitute but one and the same instrument.
 
     Section 4.03. Governing Law. This Agreement shall be
construed in accordance with the laws of the State of New York
and the obligations, rights and remedies of the parties hereunder
shall be determined in accordance with such laws.

     Section 4.04. Notices. All demands, notices and direction
hereunder shall be in writing or by telecopy and shall be deemed
effective upon receipt to:

     (a) in the case of the Company, with respect to notices
pursuant to Sections 2.02 and 2.03 hereto,

           GE Capital Mortgage Services, Inc.
           2000 West Loop South
           Suite 1917
           Houston, Texas 77027
           Attention: Mark Pendergrass
           Telephone: (713) 964-4207
           Facsimile: (713) 964-4100

      with respect to all other notices pursuant to this Agreement,

           GE Capital Mortgage Services, Inc.
           Three Executive Campus
           Cherry Hill, New Jersey  08002
           Attention:  General Counsel
           Telephone:  (609) 661-6515
           Facsimile:  (609) 661-6875

     or such other address as may hereafter be furnished in
writing by the Company, or

     (b) in the case of the Purchaser, with respect to notices
pursuant to Section 2.01,

           --------------------------------
           --------------------------------
           --------------------------------
           Attention:______________________
           Telephone:______________________
           Facsimile:______________________


                              K-11

<PAGE>

      with respect to all other notices pursuant to this Agreement,

           --------------------------------
           --------------------------------
           --------------------------------
           Attention:______________________
           Telephone:______________________
           Facsimile:______________________

     or such other address as may hereafter be furnished in
writing by the Purchaser, or

     (c)   in the case of the Trustee,

           State Street Bank and Trust Company
           Corporate Trust Department
           Two International Place, Fifth Floor
           Boston, Massachusetts  02110
           Attention:  Karen Beard
           Telephone:  (617) 664-5465
           Facsimile:  (617) 664-5367

     Section 4.05. Severability of Provisions. If any one or more
of the covenants, agreements, provisions or terms of this
Agreement shall be for any reason whatsoever, including
regulatory, held invalid, then such covenants, agreements,
provisions or terms shall be deemed severable from the remaining
covenants, agreements, provisions or terms of this Agreement and
shall in no way affect the validity or enforceability of the
other provisions of this Agreement.

     Section 4.06. Successor and Assigns. The provisions of this
Agreement shall be binding upon and inure to the benefit of the
parties hereto and the respective successors and assigns of the
parties hereto; provided, however, that the rights under this
Agreement cannot be assigned by the Purchaser without the consent
of the Company.
 
     Section 4.07. Article and Section Headings. The article and
section headings herein are for convenience of reference only and
shall not limit or otherwise affect the meaning hereof.

     Section 4.08. Third Party Beneficiaries. The Trustee on
behalf of Certificateholders is the intended third party
beneficiary of this Agreement.

     Section 4.09. Confidentiality. The Purchaser agrees that all
information supplied by or on behalf of the Company pursuant to
Section 2.01 or 2.02, including individual account information,
is the property of the Company and the Purchaser agrees to use
such information solely for the purposes set forth in this
Agreement and to hold such information confidential and not to
disclose such information.


                              K-12

<PAGE>

      Section 4.10. Indemnification. The Purchaser agrees to
indemnify and hold harmless the Company against any and all
losses, claims, damages or liabilities to which it may be
subject, insofar as such losses, claims, damages or liabilities
(or actions in respect thereof) arise out of or are based upon
actions taken by the Company in accordance with the provisions of
this Agreement and which actions conflict or are alleged to
conflict with the Company's obligations under the Pooling and
Servicing Agreement. The Purchaser hereby agrees to reimburse the
Company on demand for the reasonable legal or other expenses
incurred by it in connection with investigating or defending any
such loss, claim, damage, liability or action.

     [Section 4.11. Delayed Effectiveness. The Purchaser agrees
that, notwithstanding any other provision of this Agreement, the
Purchaser shall have no rights hereunder, and the Company shall
have no obligations hereunder, until the Class Certificate
Principal Balance of the Class B5 Certificates has been reduced
to zero and any Special Servicing and Collateral Fund Agreement
between the Company and the Purchaser relating to such Class B5
Certificates has been terminated.]


                              K-13
<PAGE>

     IN WITNESS WHEREOF, the Company and the Purchaser have
caused their names to be signed hereto by their respective
officers thereunto duly authorized, all as of the day and year
first above written.

                               GE CAPITAL MORTGAGE SERVICES, INC.




                               By:________________________________
                                  Name:
                                  Title:


                               [PURCHASER]




                               By:_______________________________
                                  Name:
                                  Title:

Acknowledged and agreed to:

STATE STREET BANK AND TRUST COMPANY




By:___________________________________
   Name:
   Title:


                              K-14
<PAGE>



                             EXHIBIT L


             FORM OF LOST NOTE AFFIDAVIT AND AGREEMENT

     I, _________________________________________, being duly
sworn, do hereby state under oath that:

     1. I am a duly elected ______________________ of GE Capital
Mortgage Services, Inc. (the "Company") and am duly authorized to
make this affidavit.

     2. This affidavit is being delivered in connection with the
transfer of the Mortgage Loan described in Paragraph 3 hereof by
the Company pursuant to the Pooling and Servicing Agreement dated
as of [date] between the Company, Seller and Servicer, and State
Street Bank and Trust Company, Trustee, relating to the Company's
REMIC Multi-Class Pass-Through Certificates, Series [____]
("Agreement"). Such Mortgage Loan constitutes a Designated Loan.

     3. The Company is the payee under the following described
Mortgage Note ("Mortgage Note") which evidences the obligation of
the borrower(s) to repay the Mortgage Loan:

      Loan Number: __________________________________
      Mortgage Note Date:_____________________________
      Borrower(s): ___________________________________
      Original Payee (if not the Company): ___________
      Original Amount:________________________________
      Mortgage Rate: _________________________________
      Address of Mortgaged Property: _________________

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

     4. The Company is the lawful owner of the Mortgage Note and
has not cancelled, altered, assigned or hypothecated the Mortgage
Note.

     5. A thorough and diligent search for the executed original
Mortgage Note was undertaken and was unsuccessful.

     6. Attached hereto is a true and correct copy of the
Mortgage Note.

     7. The Mortgage Note has not been endorsed by the Company in
any manner inconsistent with its transfer of the Mortgage Loan
under the Agreement.

     8. Without limiting the generality of the rights and
remedies of the Trustee contained in the Agreement, the Company
hereby confirms and agrees that in the event the inability to
produce the executed original Mortgage Note results in a breach
of the representations and warranties appearing in Agreement
subsections 2.03(a)(ii) (the validity and enforceability of the




<PAGE>

lien created by the Mortgage Loan) or (x) (no valid offset,
defense or counterclaim to any Mortgage Note or Mortgage), the
Company shall repurchase the Mortgage Loan at the Purchase Price
and otherwise in accordance with Section 2.03(b) of the
Agreement. In addition, the Company covenants and agrees to
indemnify the Trustee and the Trust Fund from and hold them
harmless against any and all losses, liabilities, damages, claims
or expenses (other than those resulting from negligence or bad
faith of the Trustee) arising from the Company's failure to have
delivered the Mortgage Note to the Trustee, including without
limitation any such losses, liabilities, damages, claims or
expenses arising from any action to enforce the indebtedness
evidenced by the Mortgage Note or any claim by any third party
who is the holder of such indebtedness by virtue of possession of
the Mortgage Note.

     9. In the event that the Company locates the executed
original Mortgage Note, it shall promptly provide the Mortgage
Note to the Trustee.

     10. Capitalized terms not otherwise defined herein shall
have the meanings given them in the Agreement.

Date: _______________________

                                    ------------------------------
                                    (signature)

                                    ------------------------------
                                    (print name)

                                    ------------------------------
                                    (print title)


                               L-2
<PAGE>
State of New Jersey  )
                     ) ss.:
                     )

     On this ____________________day of ___________________,
199__, before me appeared ____________________________, to me
personally known, who acknowledged the execution of the foregoing
and who, having been duly sworn states that he/she is a/the
______________________________of GE Capital Mortgage Services,
Inc., that any representations therein contained are true, that
this Lost Note Affidavit was signed and sealed on behalf of GE
Capital Mortgage Services, Inc. and that this Lost Note Affidavit
is the free act and deed of GE Capital Mortgage Services, Inc.

                          ---------------------------------------
                          (Notary Public)


[Notarial Seal]


                               L-3
<PAGE>
                             EXHIBIT M


                   SCHEDULE OF DESIGNATED LOANS




                               None



<PAGE>



                             EXHIBIT N

                     SCHEDULE OF PLEDGED ASSET
                          MORTGAGE LOANS




                               None



<PAGE>


                             EXHIBIT O

                    SENIOR PRINCIPAL PRIORITIES


third, to the Classes of Senior Certificates, in reduction of the
Class Certificate Principal Balances thereof, to the extent of
remaining Available Funds, concurrently as follows:

                (a) to the Class A1, Class A2, Class A3, Class
           A4, Class A5, Class A6, Class A7, Class A8, Class A9,
           Class A10, Class A11, Class A12, Class A13 and Class R
           Certificates, the Senior Optimal Principal Amount for
           such Distribution Date, in the following order of
           priority:

                     (i) to the Class A3 Certificates (the "Group
                II Senior Certificates"), the Group II Senior
                Principal Distribution Amount (as defined herein)
                for such Distribution Date, until the Class
                Certificate Principal Balance thereof has been
                reduced to zero; and

                     (ii) to the Class A1, Class A2, Class A4,
                Class A5, Class A6, Class A7, Class A8, Class A9,
                Class A10, Class A11, Class A12, Class A13 and
                Class R Certificates (the "Group I Senior
                Certificates"), the Senior Optimal Principal
                Amount for such Distribution Date, less the Group
                II Senior Principal Distribution Amount for such
                Distribution Date (such reduced amount, the
                "Group I Senior Principal Distribution Amount"),
                in the following order of priority:

           (A) to the Class R Certificates, until the Class
      Certificate Principal Balance thereof has been reduced to
      zero:

           (B) to the Class A1, Class A12 and Class A13
      Certificates, concurrently as follows:

                (I) approximately 78.9675535045% of the Group I
      Senior Principal Distribution Amount to the Class A1
      Certificates until the Class Certificate Principal Balance
      thereof has been reduced to zero; and

                (II) approximately 21.0324464955% of the Group I
      Senior Principal Distribution Amount in the following order
      of priority: first, to the Class A12 Certificates until the
      Class Certificate Principal Balance thereof has been
      reduced to zero, and second, to the Class A13 Certificates
      until the Class Certificate Principal Balance thereof has
      been reduced to zero; and

           (C) pro rata, to the Class A2, Class A10 and Class A11
      Certificates, until the Class Certificate Principal
      Balances thereof have each been reduced to zero; and

           (D) pro rata, to the Class A4, Class A5, Class A6,
      Class A7, Class A8 and Class A9 Certificates, until the
      Class Certificate Principal Balances thereof have each been
      reduced to zero; and

                (b) to the Class PO Certificates, the Class PO
           Principal Distribution Amount for such Distribution
           Date, until the Class Certificate Principal Balance
           thereof has been reduced to zero;





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