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: February 17, 1998
(Date of earliest event reported)
Commission File No. 333-40467
PAINEWEBBER MORTGAGE ACCEPTANCE CORPORATION IV (as depositor under the Sale and
Servicing Agreement, dated as of February 1, 1998, relating to the Empire
Funding Home Loan Owner Trust 1998-1, Home Loan Asset Backed Notes, Series
1998-1)
PAINEWEBBER MORTGAGE ACCEPTANCE CORPORATION IV
- --------------------------------------------------------------------------------
Delaware 06-1204982
- --------------------------------------------------------------------------------
(State of Incorporation) (I.R.S. Employer Identification No.)
1285 Avenue of the Americas
New York, New York 10019
- --------------------------------------------------------------------------------
Address of principal executive offices (Zip Code)
(212) 713-2000
- --------------------------------------------------------------------------------
Registrant's Telephone Number, including area code
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report)
<PAGE>
ITEM 5. Other Events
Attached as an exhibit are the Computational Materials (as defined in the
no-action letter dated May 20, 1994 issued by the Securities and Exchange
Commission to Kidder, Peabody Acceptance Corporation-I, Kidder, Peabody & Co.
Incorporated and Kidder Structured Asset Corporation (the "Kidder Letter"))
prepared by PaineWebber Incorporated, which are hereby filed pursuant to such
letter.
<PAGE>
ITEM 7. Financial Statements and Exhibits
(c) Exhibits
Item 601(a)
of Regulation S-K
Exhibit No. Description
- ----------- -----------
(99) Computational Materials
prepared by PaineWebber
Incorporated in connection with
Empire Funding Home Loan Owner
Trust 1998-1, Home Loan Asset
Backed Notes, Series 1998-1
<PAGE>
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 hereunto duly authorized.
PAINEWEBBER MORTGAGE ACCEPTANCE
CORPORATION IV
February 19, 1998
By: /s/ Joseph Piscina
-------------------
Joseph Piscina
Director
<PAGE>
INDEX TO EXHIBITS
Paper (P) or
Exhibit No. Description Electronic (E)
- ----------- ----------- --------------
(99) Computational Materials E
prepared by PaineWebber Incorporated
in connection with Empire Funding
Home Loan Owner Trust 1998-1, Home
Loan Asset Backed Notes, Series 1998-1
EMPIRE HOME LOAN OWNER TRUST 1998-1
PAINEWEBBER INCORPORATED
PRELIMINARY BACKGROUND INFORMATION
EMPIRE HOME LOAN OWNER TRUST 1998-1
DISCLAIMER
The information included herein is produced and provided exclusively by
PaineWebber Incorporated ("PW") as underwriter for the Empire Funding Home Loan
Owner Trust 1998-1, and not by or as agent for Empire Funding Corp. or any of
its affiliates (collectively, the "Transferor"). The Transferor has not
prepared, reviewed or participated in the preparation hereof, is not responsible
for the accuracy hereof and has not authorized the dissemination hereof. The
analysis in this report is accurate to the best of PW's knowledge and is based
on information provided by the Transferor. PW makes no representations as to the
accuracy of such information provided by the Transferor. The information herein
is preliminary, and will be superseded by the applicable prospectus supplement
and prospectus and by any other information subsequently filed with the
Securities and Exchange Commission.
All opinions and conclusions in this report reflect PW's judgment as of this
date and are subject to change. All analyses are based on certain assumptions
noted herein and different assumptions could yield substantially different
results. You are cautioned that there is no universally accepted method for
analyzing financial instruments. You should review the assumptions; there may be
differences between these assumptions and your actual business practices.
Further, PW does not guarantee any results and there is no guarantee as to the
liquidity of the instruments involved in this analysis. The decision to adopt
any strategy remains your responsibility. PW (or any of its affiliates) or their
officers, directors, analysts or employees may have positions in securities,
commodities or derivative instruments thereon referred to herein, and may, as
principal or agent, buy or sell such securities, commodities or derivative
instruments. In addition, PW may make a market in the securities referred to
herein. Neither the information nor the opinions expressed shall be construed to
be, or constitute, an offer to sell or buy or a solicitation of an offer to sell
or buy any securities, commodities or derivative instruments mentioned herein.
Finally, PW has not addressed the legal, accounting and tax implications of the
analysis with respect to you and PW strongly urges you to seek advice from your
counsel, accountant and tax advisor.
<PAGE>
EMPIRE HOME LOAN OWNER TRUST 1998-1
DESCRIPTION OF STATISTICAL POOL OF MORTGAGE LOANS AS OF THE CUT-OFF DATE
Set forth below is certain statistical information regarding characteristics of
the Initial Loans expected to be included in the pool. Prior to the Closing
Date, the Transferor may remove any of the Initial Loans intended for inclusion
in the pool, substitute comparable loans therefor, or add comparable loans
thereto; provided, however, that the aggregate principal balance of Initial
Loans so removed, replaced, or added will not exceed 15% of the Original Pool
Principal Balance. As a result, the statistical information presented below
regarding the characteristics of the Initial Loans expected to be included in
the pool may vary in certain respects from comparable information based on the
actual composition of the pool at the Closing Date.
POOL LEVEL DETAIL:
Number of Loans: 4,482
Current Balance: $171,538,697
Average Balance: $38,273
Minimum Balance: $7,452
Maximum Balance: $74,929
WA Coupon: 13.80%
WA Original Term: 194
WA Seasoning: 7
WA Remaining Term: 187
Original Comb. Loan-To-Value: 119.17%
WA FICO: 677
WA Debt-to-Income: 37.84%
Note: All of the above summary information ignores ZERO values, the weighted
averages may not reflect all loans in the pool.
<PAGE>
EMPIRE HOME LOAN OWNER TRUST 1998-1
PRICING INFORMATION (to 10% Call) (a)
<TABLE>
<CAPTION>
Est.
Approx. Est. First Prin. Expected
Size WAL Pay Window Stated Ratings
Class (000's) Coupon (Yrs) (Yrs) (Yrs) Maturity Moody's/Fitch/Duff
----- ------- ------ ----- ----- ----- -------- ------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
A-1 $57,530,000 Float (b, c) 0.75 0.08 1.42 09/25/06 Aaa/AAA/AAA
A-2 $36,928,000 Fixed (c) 2.00 1.42 1.25 03/25/09 Aaa/AAA/AAA
A-3 $23,094,000 Fixed (c) 3.00 2.58 0.92 06/25/10 Aaa/AAA/AAA
A-4 $31,843,000 Fixed (c) 5.00 3.42 4.17 12/25/12 Aaa/AAA/AAA
A-5 $18,501,075 Fixed (c) 9.47 7.50 2.83 05/25/19 Aaa/AAA/AAA
M-1 $20,193,700 Fixed (c) 7.14 3.75 6.58 05/25/19 Aa2/AA/AA
M-2 $18,462,800 Fixed (c) 7.14 3.75 6.58 05/25/19 A2/A/A
B-1 $16,154,950 Fixed (c) 7.14 3.75 6.58 05/25/19 Baa2/BBB/BBB
B-2 $8,077,475 Not Offered Publicly
</TABLE>
Notes: (a) 100% Prepayment Assumption: 0% CPR in month 1, ramping up to 16%
in month 15. On and after month 15, 16% CPR.
(b) The lesser of (i) One-Month LIBOR plus 0.__ % and (ii) the
weighted average Coupon Rate of the Loans, less [1.008]% per
annum.
(c) Coupon will be increased by [0.50%] for each payment after the
Initial Call Date.
<PAGE>
EMPIRE HOME LOAN OWNER TRUST 1998-1
PRICING INFORMATION
Pricing Speed: 0% CPR, increasing to 16% over 15 months
Pricing to Call: The Notes will be priced to the 10% Call. In the
event that the Notes are not called when the Pool
Principal Balance first reaches 10% of the sum of
the Original Pool Principal Balance and the
Original Pre-Funding Amount, each of the coupons
on the Notes will be increased by 0.50%
Settlement Date: On or about February [26], 1998
Payment Date: The 25th of each month or, if such day is not a
Business Day, the next succeeding Business Day,
commencing in March 1998.
Payment Delay: With the exception of the Class A-1 Notes, 24
Days. With respect to the Class A-1 Notes, 0 days.
Cut-Off Date: The close of business on January 31, 1998.
<PAGE>
EMPIRE HOME LOAN OWNER TRUST 1998-1
DESCRIPTION OF SECURITIES
Title of Securities: Empire Funding Home Loan Asset Backed Notes,
Series 1998-1
Issuer: Empire Funding Home Loan Owners Trust 1998-1
Transferor/Servicer: Empire Funding Corp.
Indenture Trustee
and Grantor Trustee: U.S. Bank National Association, d/b/a
First Bank National Association
Owner Trustee: Wilmington Trust Company
Underwriter: PaineWebber Incorporated
Depositor: PaineWebber Mortgage Acceptance Corporation IV
Offered Securities: Class A-1 through A-5 Notes (the "Senior Notes"),
Class M-1 and Class M-2 Notes (the "Mezzanine
Notes") and Class B-1 Notes (the "Class B-1
Notes", and together with the Senior Notes, the
Mezzanine Notes, and the Class B-2 Notes, the
"Notes"). Only the Senior Notes, Class M-1, Class
M-2 and Class B-1 Notes (the "Offered Notes") are
being offered pursuant to the prospectus. The
Class B-2 Notes are NOT being offered pursuant to
the prospectus. The Issuer will also issue
certificates evidencing the residual interest in
the assets of the Issuer (the "Residual Interest
Certificates") which are not being offered
pursuant to the Prospectus.
Denominations: The Notes are issueable in minimum denominations
of an original amount of $25,000 and multiples of
$1,000 thereafter.
Offering: Public shelf offering - a prospectus and
prospectus supplement will be distributed after
pricing.
Form of Offering: Book-entry form, same-day funds through DTC for
all of the Notes.
Underlying Collateral: The Notes will be secured, in part, by a grantor
trust certificate which represents 100% of the
beneficial interest in the assets of Empire
Funding Grantor Trust 1998-1 (the "Grantor
Trust"). The assets of the Grantor Trust will
consist primarily of debt consolidation, home
improvement, and other primarily second lien home
equity loans, with combined loan to value ratios
generally in excess of 100%. On the Closing Date
it is expected that the loans on deposit with the
Grantor Trust (the "Initial Loans") will have an
approximate unpaid principal balance as of January
31, 1998 (the "Cut-Off Date") of approximately
$[171.5] Million (the "Original Pool Principal
Balance"). On or prior to May [26], 1998, the
Grantor Trust may purchase additional loans (the
"Subsequent Loans") having an aggregate unpaid
principal balance of approximately $[57.0]
Million.
All of the Initial Loans were originated by
Preferred Credit Corporation ("Preferred") or
acquired from correspondents of Preferred and
purchased by Empire from either Paine Webber Real
Estate Securities Inc., ("PWRES"), which purchased
them from ICI Funding Corporation ("ICI"), or
directly from Preferred. It is expected that all
of the Subsequent Loans will have been originated
or acquired by Preferred. Preferred was recently
the subject of certain legal and regulatory
actions (the "Actions") in which it was alleged,
among other things, that Preferred had not
remitted loan proceeds to its borrowers in a
timely fashion and that it had improperly charged
its borrowers interest on loans from a date prior
to the actual disbursement of loan proceeds.
Procedures were undertaken in connection with
ICI's and/or Empire's acquisition of the Initial
Loans that were designed to ensure that such
Actions do not affect the Initial Loans in a
manner that would give rise to valid claims,
defenses or liabilities against an assignee of the
Initial Loans. Such procedures included a review
of all Initial Loans by independent consultants to
verify that certain legal and regulatory
requirements were met in connection with the
origination of such Loans and that each of the
Initial Loans was underwritten in conformity with
Preferred's credit underwriting guidelines. In
addition, Empire received representations and
warranties from ICI and Preferred, and Empire will
make a similar representation and warranty in
favor of the Issuer and the Noteholders, to the
effect that the Initial Loans purchased from them
were originated in compliance with all applicable
laws and regulations and in accordance with
Preferred's credit underwriting guidelines.
Similar procedures are expected to be employed,
and such representations and warranties are
expected to be obtained, in connection with
Empire's acquisition of any Subsequent Loans.
However, to the extent the procedures performed in
such compliance review are inadequate to identify
all violations resulting from such Actions that
may give rise to valid claims, defenses or
liabilities that could be asserted against an
assignee of any of the Loans and such Loans are
not repurchased by Empire, such Loans may be
subject to a right of rescission by the related
borrowers and the Issuer may be subject to
monetary liability.
Interest Accrual
Period: With the exception of the Class A-1 Notes,
interest will accrue on the Notes at a fixed rate
during the month prior to the month of the related
Payment Date based on a 30/360 year. With respect
to the Class A-1 Notes, interest will accrue from
and including the preceding Payment Date (or from
the Closing Date in the case of the first Payment
Date) to and including the day prior to the
current Payment Date at the Class A-1 Note
Interest Rate on an Actual/360 day basis. The
"Class A-1 Note Interest Rate" will be equal to
the lesser of (x) with respect to any Payment
Date, One-Month LIBOR plus 0._% per annum and (y)
the weighted average interest rate on the loans,
less [1.008]% per annum (the rate described in
this clause (y), the "Available Funds Cap").
Pre-Funding Account: On the Closing Date, approximately $[57.0] Million
(the "Original Pre-Funding Amount") will be
deposited in an account (the "Pre-Funding
Account"), which account is in the name of the
Indenture Trustee and is part of the Grantor Trust
and will be used to acquire Subsequent Loans.
During the Pre-Funding Period (as defined below),
the amount on deposit in the Pre-Funding Account
(net of investment earnings thereon) (the
"Pre-Funding Amount") will be reduced by the
amount thereof used to purchase Subsequent Loans
in accordance with the Sale and Servicing
Agreement. The "Pre-Funding Period" is the period
commencing on the Closing Date and ending
generally on the earlier to occur of (i) the date
on which the amount on deposit in the Pre-Funding
Account is less than $50,000 and (ii) [May 26,
1998].
Credit Enhancement: Credit enhancement with respect to the Offered
Notes will be provided by (1) Excess Spread, (2)
overcollateralization and (3) the subordination of
the rights of holders of the Residual Interest
Certificate, the Class B-2 Notes and the
lower-rated classes of Notes to receive interest
and principal, respectively.
Excess Spread: The weighted average coupon rate on the loans is
generally expected to be higher than the sum of
(a) the servicing fee, (b) trustee fees, and (c)
the weighted average pass through rate on the
Notes, thus generating excess interest collections
which will be available to fund payments and
distributions on the Notes on each Payment Date.
Overcollateralization: As of any date of determination, the
Overcollateralization Amount will equal the
excess, if any, of the sum of the Pool Principal
Balance and the Pre-Funding Amount over the
aggregate of the Class Principal Balances of the
Notes. As a result of the application of Excess
Spread, to the extent available, to make
accelerated payments of principal to the Notes
then entitled to receive payments of principal,
the Overcollateralization Amount is expected to
increase over time until such amount is equal to
the Overcollateralization Target Amount. Prior to
the Stepdown Date, the Overcollateralization
Target Amount will equal the greater of (a)
[3.50%] of the Original Pool Principal Balance and
(b) the Net Delinquency Calculation Amount. On and
after the Stepdown Date, the Overcollateralization
Target Amount equals the greater of (a) [7.00%] of
the Pool Principal Balance as of the end of the
related Due Period and (b) the Net Delinquency
Calculation Amount. The Overcollateralization
Target Amount will not in any event be less than
[0.50%] of the sum of the Original Pool Principal
Balance and the Original Pre-Funding Amount (the
"Overcollateralization Floor") or greater than the
outstanding Class Principal Balances of the Notes.
Undercollateralization: On the Closing Date, the aggregate principal
balance of the Notes will exceed the sum of the
Initial Pool Principal Balance and the Original
Pre-Funding Amount by approximately 1%. The
application of Excess Spread, if available, to
reduce the principal balance of the Notes is
intended first to eliminate such
undercollateralization and then to create the
overcollateralization described in the preceding
paragraph.
Subordination: The rights of the Class M-1 Notes to receive
payments of interest on each Payment Date will be
subordinate to those of the Senior Notes, the
rights of the Class M-2 Notes to receive payments
of interest on each Payment Date will be
subordinate to those of the Senior Notes and the
Class M-1 Notes, the rights of the Class B-1 Notes
to receive payments of interest on each Payment
Date will be subordinate to those of the Senior
Notes and Mezzanine Notes, the rights of the Class
B-2 Notes to receive payments of interest on each
Payment Date will be subordinate to those of the
Offered Notes, and the rights of the Residual
Interest Certificate to receive payments on each
Payment Date will be subordinate to those of the
Notes.
The rights of the Class M-1 Notes to receive
payments of principal on each Payment Date will be
subordinate to those of the Senior Notes, the
rights of the Class M-2 Notes to receive payments
of principal on each Payment Date will be
subordinate to those of the Senior Notes and the
Class M-1 Notes, the rights of the Class B-1 Notes
to receive payments of principal on each Payment
Date will be subordinate to those of the Senior
Notes and Mezzanine Notes, the rights of the Class
B-2 Notes to receive payments of principal on each
Payment Date will be subordinate to those of the
Offered Notes, and the rights of the Residual
Interest Certificate to receive payments on each
Payment Date will be subordinate to those of the
Notes.
Net Delinquency
Calculation Amount: With respect to any Payment Date, the excess, if
any, of (x) the product of [1.5] and the Six Month
Rolling Delinquency Average over (y) the aggregate
amounts of Excess Spread for the three preceding
Payment Dates. The Net Delinquency Calculation
Amount may be removed after the Closing Date if
the Rating Agencies no longer require it. After
such event the Net Delinquency Calculation Amount
will be deemed to be zero for all future
calculations.
Stepdown Date: The Stepdown Date means the first Payment Date
occurring after February 25, 2001 as to which: (1)
the Pool Principal Balance has been reduced to 50%
of the sum of the Original Pool Principal Balance
and the Original Pre-Funding Amount; (2) the Net
Delinquency Calculation Amount is less than
[3.50]% of the sum of the Original Pool Principal
Balance and the Original Pre-Funding Amount; and
(3) the aggregate Class Principal Balance of the
Senior Notes will be able to be reduced to the
excess of (i) the Pool Principal Balance as of the
preceding Determination Date over (ii) the greater
of (a) the sum of (1) [55.045]% of the Pool
Principal Balance as of the preceding
Determination Date and (2) the
Overcollateralization Target Amount for such
Payment Date and (b) [0.50%] of the sum of the
Original Pool Principal Balance and the Original
Pre-Funding Amount.
<PAGE>
Summary of Subordination & Overcollateralization Target Amounts:
<TABLE>
<CAPTION>
Initial Before After After
Expected Stepdown Stepdown Stepdown
Subord.(a) O/C Target (b) Exp. Subord.(c) O/C Target (d)
---------- -------------- --------------- --------------
<S> <C> <C> <C> <C>
Senior Notes 27.25% 3.50% 55.045% 7.00%
Class M-1 Notes 18.50% 3.50% 37.370% 7.00%
Class M-2 Notes 10.50% 3.50% 21.210% 7.00%
Class B-1 Notes 3.50% 3.50% 7.070% 7.00%
</TABLE>
(a) The initial amount of subordination for each class as of the Closing Date.
(b) The Overcollateralization Target Amount prior to the Stepdown Date.
(c) The expected subordination for each class (as a percentage of the
collateral) on the Stepdown Date (double the Initial Expected Subordination
times 1.01).
(d) The Overcollateralization Target Amount on and after the Stepdown Date as a
percentage of the current collateral balance, but at no time less than the
Overcollateralization Floor.
Payment and Distribution
Priorities:
(1) interest to the holders of the Senior Notes;
(2) interest to the holders of the Class M-1
Notes;
(3) interest to the holders of the Class M-2
Notes;
(4) interest to the holders of the Class B-1
Notes;
(5) interest to the holders of the B-2 Notes;
(6) sequentially to pay principal to the holders
of the Class A-1, Class A-2, Class A-3, Class A-4,
and Class A-5 Notes, in that order until the
respective Class Principal Balances thereof are
reduced to zero, the amount necessary to reduce
the aggregate Class Principal Balance of the
Senior Notes to the Senior Optimal Principal
Balance; provided, however, that on each Payment
Date occurring on or after any reduction of the
Mezzanine Notes and the Class B-1 and Class B-2
Notes to zero through the application of Allocable
Loss Amounts, distributions shall be made among
the remaining Senior Notes pro rata and not
sequentially.
(7) sequentially, to pay principal to the holders
of the Class M-1 and the Class M-2 Notes, in that
order, until the Class Principal Balances thereof
are reduced to the Class M-1 Optimal Principal
Balance and Class M-2 Optimal Principal Balance,
respectively.
(8) sequentially, to the holders of the Class B-1
and the Class B-2 Notes, in that order, until the
Class Principal Balances thereof are reduced to
the Class B-1 Optimal Principal Balance and Class
B-2 Optimal Principal Balance, respectively.
(9) sequentially to the Class M-1 Notes and the
Class M-2 Notes, in that order, until their
respective Loss Reimbursement Deficiencies, if
any, have been paid in full;
(10) to the Class B-1 Notes and the Class B-2
Notes, in that order, until their respective
applicable Loss Reimbursement Deficiencies, if
any, have been paid in full; and
(11) any remaining amounts to the holders of the
Residual Interest Certificates.
Application of Allocable
Loss Amounts: In the event that on any Payment Date after the
Undercollateralization Amount has been reduced to
zero (a) the aggregate of the Class Principal
balances of all Classes of Notes on any Payment
Date (after giving effect to all payments on such
date) exceeds (b) the sum of the Pool Principal
Balance and the Pre-Funding Amount, each as of the
end of the immediately preceding Due Period (such
excess, an "Allocable Loss Amount"), such
Allocable Loss Amount will be applied,
sequentially, in reduction of the Class Principal
Balances of the Class B-2 Notes, the Class B-1
Notes, the Class M-2 Notes and the Class M-1
Notes, in that order, until the respective Class
Principal Balances thereof have been reduced to
zero. On each Payment Date prior to the Payment
Date on which the Initial Undercollateralization
Amount is reduced to zero, the Allocable Loss
Amount will be zero. Allocable Loss Amounts will
not be applied in reduction of the Class Principal
Balance of any Class of Senior Notes. Allocable
Loss Amounts applied to any applicable Class of
Offered Notes will entitle such Class to
reimbursement (such entitlement, a "Loss
Reimbursement Deficiency") in accordance with the
payment priorities specified herein until the
earlier of (x) the payment in full of such amount,
and (y) the applicable Maturity Date.
Optional Termination: The holders of an aggregate percentage interest in
the Residual Interest Certificates in excess of
50% may, at their option, effect an early
termination of the Trust on or after any Payment
Date on which the Pool Principal Balance declines
to 10% or less of the sum of the Original Pool
Principal Balance and the Original Pre-Funding
Amount, by purchasing all of the Loans at a price
equal to or greater than the Termination Price.
Servicing/Other Fees: The collateral is subject to certain fees,
including a servicing fee of [1.00]% per annum
payable monthly, and trustee fees.
Advancing by Servicer: There is no required advancing of delinquent
principal or interest by the Servicer or Trustees.
Tax Considerations: The Trust will be an owner trust. The Offered
Notes will be characterized as debt for federal
income tax purposes.
ERISA
Considerations: In general, the Offered Notes will be ERISA
eligible provided certain conditions are
satisfied. However, investors should consult with
their counsel with respect to the consequences
under ERISA and the Internal Revenue Code of the
Plan's acquisition and ownership of such notes.
SMMEA
Eligibility: NONE of the Notes will be SMMEA-eligible.
Prospectus: The Offered Notes are being offered pursuant to a
Prospectus which includes a Prospectus Supplement
(together, the "Prospectus"). Complete information
with respect to the Offered Notes and the
collateral is contained in the Prospectus. The
material presented herein is qualified in its
entirety by the information appearing in the
Prospectus. To the extent that the foregoing is
inconsistent with the Prospectus, the Prospectus
shall govern in all respects. Sales of the Offered
Notes may not be consummated unless the purchaser
has received the Prospectus.
<PAGE>
EMPIRE HOME LOAN OWNER TRUST 1998-1
DESCRIPTION OF INITIAL LOANS AS OF THE CUT-OFF DATE
Aggregate Field Description Count Balance Pool %
- --------------- ----------- ----- ------- ------
State Alabama 1 48,958 0.03
Alaska 57 2,591,992 1.51
Arizona 107 4,237,544 2.47
Arkansas 60 2,088,161 1.22
California 941 38,484,728 22.44
Colorado 98 3,778,864 2.20
Connecticut 89 3,931,574 2.29
Delaware 14 564,372 0.33
Florida 374 13,839,778 8.07
Georgia 191 6,988,468 4.07
Hawaii 24 955,222 0.56
Idaho 75 2,752,958 1.60
Illinois 33 1,258,709 0.73
Indiana 209 7,669,791 4.47
Iowa 100 3,668,125 2.14
Kansas 148 5,092,860 2.97
Kentucky 54 2,093,259 1.22
Louisiana 35 1,354,315 0.79
Maine 1 23,731 0.01
Maryland 25 1,103,308 0.64
Michigan 58 2,297,842 1.34
Minnesota 173 6,188,615 3.61
Mississippi 16 530,097 0.31
Missouri 170 6,338,120 3.69
Montana 37 1,376,166 0.80
Nebraska 110 4,087,518 2.38
Nevada 68 2,778,044 1.62
New Mexico 36 1,280,415 0.75
New York 7 267,366 0.16
North Carolina 110 4,094,837 2.39
North Dakota 18 565,119 0.33
Ohio 282 10,319,541 6.02
Oklahoma 154 5,427,637 3.16
Oregon 53 2,322,070 1.35
Pennsylvania 2 54,353 0.03
Rhode Island 4 134,202 0.08
South Carolina 105 4,221,422 2.46
South Dakota 27 953,266 0.56
Tennessee 57 1,942,395 1.13
Texas 3 104,343 0.06
Utah 31 1,389,512 0.81
Vermont 1 22,593 0.01
Virginia 50 1,665,934 0.97
Washington 155 6,275,352 3.66
Wisconsin 74 2,673,193 1.56
Wyoming 45 1,702,030 0.99
----- ------------ ------
4,482 $171,538,697 100.00%
<PAGE>
<TABLE>
<CAPTION>
Aggregate Field Description Count Balance Pool %
- --------------- ----------- ----- ------- ------
<S> <C> <C> <C> <C>
Current Balance $10,000 or less 6 56,477 0.03
$10,000.01 - $20,000 330 5,544,841 3.23
$20,000.01 - $30,000 1,040 26,997,960 15.74
$30,000.01 - $40,000 1,329 47,025,951 27.41
$40,000.01 - $50,000 997 45,895,057 26.75
$50,000.01 - $60,000 494 26,877,908 15.67
$60,000.01 - $70,000 204 13,079,809 7.63
$70,000.01 - $80,000 82 6,060,694 3.53
----- ------------ ------
4,482 $171,538,697 100.00%
</TABLE>
<TABLE>
<CAPTION>
Aggregate Field Description Count Balance Pool %
- --------------- ----------- ----- ------- ------
<S> <C> <C> <C> <C> <C>
Current Rate 10.501% - 11.000% 17 761,018 0.44
11.001% - 11.500% 18 785,298 0.46
11.501% - 12.000% 277 11,826,781 6.89
12.001% - 12.500% 284 11,726,303 6.84
12.501% - 13.000% 695 29,003,476 16.91
13.001% - 13.500% 345 14,117,388 8.23
13.501% - 14.000% 1,376 52,068,482 30.35
14.001% - 14.500% 385 15,120,213 8.81
14.501% - 15.000% 548 18,853,717 10.99
15.001% - 15.500% 251 8,282,317 4.83
15.501% - 16.000% 156 4,961,264 2.89
16.001% - 16.500% 58 1,904,934 1.11
16.501% - 17.000% 43 1,289,476 0.75
17.001% - 17.500% 16 460,066 0.27
17.501% - 18.000% 13 377,965 0.22
----- ------------ ------
4,482 $171,538,697 100.00%
</TABLE>
<TABLE>
<CAPTION>
Aggregate Field Description Count Balance Pool %
- --------------- ----------- ----- ------- ------
<S> <C> <C> <C> <C>
Lien Type First Lien 13 538,952 0.31
Second Lien 4,469 170,999,745 99.69
----- ------------ ------
4,482 $171,538,697 100.00%
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Aggregate Field Description Count Balance Pool %
- --------------- ----------- ----- ------- ------
<S> <C> <C> <C> <C> <C>
Orig. Combined LTV 30.01% to 35.00% 1 31,763 0.02
40.01% to 45.00% 1 39,763 0.02
50.01% to 55.00% 1 19,814 0.01
60.01% to 65.00% 1 21,783 0.01
65.01% to 70.00% 2 81,742 0.05
75.01% to 80.00% 1 49,630 0.03
80.01% to 85.00% 6 219,074 0.13
85.01% to 90.00% 11 305,746 0.18
90.01% to 95.00% 10 267,003 0.16
95.01% to 100.00% 22 627,041 0.37
100.01% to 105.00% 271 8,910,329 5.19
105.01% to 110.00% 345 11,629,095 6.78
110.01% to 115.00% 543 19,191,500 11.19
115.01% to 120.00% 705 28,328,519 16.51
120.01% to 125.00% 2,562 101,815,895 59.35
----- ------------ ------
4,482 $171,538,697 100.00%
</TABLE>
<TABLE>
<CAPTION>
Aggregate Field Description Count Balance Pool %
- --------------- ----------- ----- ------- ------
<S> <C> <C> <C> <C> <C>
Original Term 31 - 60 11 289,787 0.17
61 - 90 7 202,499 0.12
91 - 120 68 2,134,305 1.24
121 - 150 5 112,277 0.07
151 - 180 3,347 124,638,736 72.66
181 - 210 1 34,765 0.02
211 - 240 1,043 44,126,329 25.72
----- ------------ ------
4,482 $171,538,697 100.00%
</TABLE>
<TABLE>
<CAPTION>
Aggregate Field Description Count Balance Pool %
- --------------- ----------- ----- ------- ------
<S> <C> <C> <C> <C> <C>
Seasoning 1 - 3 228 8,640,694 5.04
4 - 6 1,783 71,491,379 41.68
7 - 9 1,930 72,214,244 42.10
10 or greater 541 19,192,380 11.19
----- ------------ ------
4,482 $171,538,697 100.00%
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Aggregate Field Description Count Balance Pool %
- --------------- ----------- ----- ------- ------
<S> <C> <C> <C> <C> <C>
Remaining Term 31 - 60 11 289,787 0.17
61 - 90 9 270,550 0.16
91 - 120 66 2,066,254 1.20
121 - 150 5 112,277 0.07
151 - 180 3,347 124,638,736 72.66
181 - 210 1 34,765 0.02
211 - 240 1,043 44,126,329 25.72
----- ------------ ------
4,482 $171,538,697 100.00%
</TABLE>
<TABLE>
<CAPTION>
Aggregate Field Description Count Balance Pool %
- --------------- ----------- ----- ------- ------
<S> <C> <C> <C> <C> <C>
Credit Risk 620 to 639 667 20,972,618 12.23
640 to 659 995 35,085,815 20.45
660 to 679 956 37,865,829 22.07
680 to 699 799 33,095,682 19.29
700 to 719 611 26,366,311 15.37
720 to 739 274 11,192,849 6.53
740 to 759 116 4,523,671 2.64
760 to 779 55 1,955,286 1.14
780 to 799 8 442,801 0.26
800 to 819 1 37,834 0.02
----- ------------ ------
4,482 $171,538,697 100.00%
</TABLE>
<TABLE>
<CAPTION>
Aggregate Field Description Count Balance Pool %
- --------------- ----------- ----- ------- ------
<S> <C> <C> <C> <C> <C>
Debt to Income Ratio 20.00 or less 77 2,697,026 1.57
20.01 to 25.00 236 7,957,528 4.64
25.01 to 30.00 509 18,207,546 10.61
30.01 to 35.00 852 31,436,137 18.33
35.01 to 40.00 1,208 45,026,176 26.25
40.01 to 45.00 1,025 41,305,240 24.08
45.01 to 50.00 568 24,665,593 14.38
Greater than 50.00 7 243,452 0.14
----- ------------ ------
4,482 $171,538,697 100.00%
</TABLE>
<PAGE>
EMPIRE HOME LOAN OWNER TRUST 1998-1
THE FOLLOWING TABLES RUN TO CALL:
<TABLE>
<CAPTION>
CLASS A-1 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 3.27 1.14 0.89 0.75 0.66 0.59
FIRST PAY 03/98 03/98 03/98 03/98 03/98 03/98
LAST PAY 10/04 07/00 12/99 07/99 05/99 03/99
WINDOW (YEARS) 6.67 2.42 1.83 1.42 1.25 1.08
</TABLE>
<TABLE>
<CAPTION>
CLASS A-2 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 8.16 3.37 2.51 2.00 1.67 1.43
YIELD @ 100.000 6.20% 6.13% 6.09% 6.04% 6.00% 5.96%
DURATION 6.23 2.95 2.26 1.83 1.54 1.34
FIRST PAY 10/04 07/00 12/99 07/99 05/99 03/99
LAST PAY 08/07 06/02 05/01 09/00 04/00 12/99
WINDOW (YEARS) 2.92 2.00 1.50 1.25 1.00 0.83
</TABLE>
<TABLE>
<CAPTION>
CLASS A-3 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 10.14 5.04 3.78 3.00 2.48 2.11
YIELD @ 100.000 6.25% 6.21% 6.18% 6.16% 6.13% 6.10%
DURATION 7.32 4.21 3.28 2.66 2.24 1.92
FIRST PAY 08/07 06/02 05/01 09/00 04/00 12/99
LAST PAY 11/08 11/03 06/02 07/01 12/00 07/00
WINDOW (YEARS) 1.33 1.50 1.17 0.92 0.75 0.67
</TABLE>
<TABLE>
<CAPTION>
CLASS A-4 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 12.22 7.90 6.21 5.00 4.14 3.34
YIELD @ 100.000 6.63% 6.61% 6.59% 6.57% 6.56% 6.53%
DURATION 8.15 5.94 4.91 4.11 3.50 2.89
FIRST PAY 11/08 11/03 06/02 07/01 12/00 07/00
LAST PAY 12/11 01/09 03/07 08/05 05/04 06/03
WINDOW (YEARS) 3.17 5.25 4.83 4.17 3.50 3.00
</TABLE>
<TABLE>
<CAPTION>
CLASS A-5 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 15.41 12.57 11.06 9.47 8.09 6.93
YIELD @ 100.000 7.24% 7.23% 7.22% 7.22% 7.21% 7.20%
DURATION 9.04 8.02 7.39 6.65 5.93 5.28
FIRST PAY 12/11 01/09 03/07 08/05 05/04 06/03
LAST PAY 06/14 04/11 12/09 05/08 12/06 09/05
WINDOW (YEARS) 2.58 2.33 2.83 2.83 2.67 2.33
</TABLE>
<TABLE>
<CAPTION>
CLASS M-1 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 13.78 10.20 8.55 7.14 6.02 5.28
YIELD @ 100.000 7.25% 7.24% 7.23% 7.22% 7.21% 7.19%
DURATION 8.45 6.92 6.08 5.31 4.64 4.20
FIRST PAY 04/09 04/04 10/02 11/01 03/01 07/01
LAST PAY 06/14 04/11 12/09 05/08 12/06 09/05
WINDOW (YEARS) 5.25 7.08 7.25 6.58 5.83 4.25
</TABLE>
<TABLE>
<CAPTION>
CLASS M-2 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 13.78 10.20 8.55 7.14 6.02 5.20
YIELD @ 100.000 7.45% 7.43% 7.42% 7.41% 7.40% 7.39%
DURATION 8.35 6.85 6.03 5.27 4.61 4.12
FIRST PAY 04/09 04/04 10/02 11/01 03/01 05/01
LAST PAY 06/14 04/11 12/09 05/08 12/06 09/05
WINDOW (YEARS) 5.25 7.08 7.25 6.58 5.83 4.42
</TABLE>
<TABLE>
<CAPTION>
CLASS B-1 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 13.78 10.20 8.55 7.14 6.02 5.18
YIELD @ 100.000 8.60% 8.59% 8.57% 8.56% 8.55% 8.53%
DURATION 7.80 6.48 5.74 5.04 4.44 3.96
FIRST PAY 04/09 04/04 10/02 11/01 03/01 03/01
LAST PAY 06/14 04/11 12/09 05/08 12/06 09/05
WINDOW (YEARS) 5.25 7.08 7.25 6.58 5.83 4.58
</TABLE>
<PAGE>
EMPIRE HOME LOAN OWNER TRUST 1998-1
THE FOLLOWING TABLES RUN TO MATURITY:
<TABLE>
<CAPTION>
CLASS A-1 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 3.27 1.14 0.89 0.75 0.66 0.59
FIRST PAY 03/98 03/98 03/98 03/98 03/98 03/98
LAST PAY 10/04 07/00 12/99 07/99 05/99 03/99
WINDOW (YEARS) 6.67 2.42 1.83 1.42 1.25 1.08
</TABLE>
<TABLE>
<CAPTION>
CLASS A-2 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 8.16 3.37 2.51 2.00 1.67 1.43
YIELD @ 100.000 6.20% 6.13% 6.09% 6.04% 6.00% 5.96%
DURATION 6.23 2.95 2.26 1.83 1.54 1.34
FIRST PAY 10/04 07/00 12/99 07/99 05/99 03/99
LAST PAY 08/07 06/02 05/01 09/00 04/00 12/99
WINDOW (YEARS) 2.92 2.00 1.50 1.25 1.00 0.83
</TABLE>
<TABLE>
<CAPTION>
CLASS A-3 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 10.14 5.04 3.78 3.00 2.48 2.11
YIELD @ 100.000 6.25% 6.21% 6.18% 6.16% 6.13% 6.10%
DURATION 7.32 4.21 3.28 2.66 2.24 1.92
FIRST PAY 08/07 06/02 05/01 09/00 04/00 12/99
LAST PAY 11/08 11/03 06/02 07/01 12/00 07/00
WINDOW (YEARS) 1.33 1.50 1.17 0.92 0.75 0.67
</TABLE>
<TABLE>
<CAPTION>
CLASS A-4 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 12.22 7.90 6.21 5.00 4.14 3.34
YIELD @ 100.000 6.63% 6.61% 6.59% 6.57% 6.56% 6.53%
DURATION 8.15 5.94 4.91 4.11 3.50 2.89
FIRST PAY 11/08 11/03 06/02 07/01 12/00 07/00
LAST PAY 12/11 01/09 03/07 08/05 05/04 06/03
WINDOW (YEARS) 3.17 5.25 4.83 4.17 3.50 3.00
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
CLASS A-5 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 16.23 13.49 12.01 10.53 9.19 8.04
YIELD @ 100.000 7.25% 7.25% 7.25% 7.25% 7.25% 7.25%
DURATION 9.27 8.34 7.75 7.09 6.44 5.84
FIRST PAY 12/11 01/09 03/07 08/05 05/04 06/03
LAST PAY 08/17 01/17 04/16 12/14 01/13 01/12
WINDOW (YEARS) 5.75 8.08 9.17 9.42 8.75 8.67
</TABLE>
<TABLE>
<CAPTION>
CLASS M-1 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 14.13 10.59 8.94 7.57 6.48 5.74
YIELD @ 100.000 7.26% 7.25% 7.24% 7.24% 7.23% 7.23%
DURATION 8.55 7.05 6.23 5.49 4.86 4.43
FIRST PAY 04/09 04/04 10/02 11/01 03/01 07/01
LAST PAY 07/17 09/16 07/15 10/13 04/12 05/11
WINDOW (YEARS) 8.33 12.50 12.83 12.00 11.17 9.92
</TABLE>
<TABLE>
<CAPTION>
CLASS M-2 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 14.13 10.58 8.92 7.55 6.47 5.65
YIELD @ 100.000 7.45% 7.44% 7.44% 7.43% 7.42% 7.42%
DURATION 8.44 6.98 6.17 5.44 4.82 4.35
FIRST PAY 04/09 04/04 10/02 11/01 03/01 05/01
LAST PAY 06/17 04/16 10/14 10/12 11/11 11/10
WINDOW (YEARS) 8.25 12.08 12.08 11.00 10.75 9.58
</TABLE>
<TABLE>
<CAPTION>
CLASS B-1 0% 50% 75% 100% 125% 150%
- ------------ ----- ----- ----- ----- ----- ----
<S> <C> <C> <C> <C> <C> <C>
AVG LIFE 14.11 10.53 8.86 7.52 6.43 5.58
YIELD @ 100.000 8.61% 8.59% 8.58% 8.58% 8.57% 8.56%
DURATION 7.87 6.58 5.85 5.19 4.61 4.15
FIRST PAY 04/09 04/04 10/02 11/01 03/01 03/01
LAST PAY 03/17 06/15 07/13 02/12 03/11 01/10
WINDOW (YEARS) 8.00 11.25 10.83 10.33 10.08 8.92
</TABLE>
