COLLEGE & UNIVERSITY FACILITY LOAN TRUST ONE
N-30D/A, 1999-02-02
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Year 2000

     The services provided to the Trust by the Owner Trustee, the Bond Trustee
and the Servicer, as well as the ability of the colleges and universities to
repay their loans owned by the Trust, depend on the smooth functioning of their
computer systems and those of their outside service providers. Many computer
software systems in use today cannot distinguish the Year 2000 from the Year
1900 because of the way dates are encoded and calculated.

     The failure of any computer system used by key service providers to the
Trust to properly distinguish the Year 2000 could impact the ability of the
Trust to receive and process loan payments, receive or remit funds or invest its
funds, among other services which it obtains from its service providers. The
failure of any computer system used by significant borrowers could impact their
ability to make loans payments in accordance with the terms of their loan
documents. The Trust cannot control the Year 2000 compliance programs of its key
service providers or significant borrowers.

     The Trust will evaluate the reports received periodically from its key
service providers to monitor their progress toward Year 2000 compliance. In the
event the Trust receives information that indicates there is a material
potential for not receiving compliant services from these providers, the Trust
intends to develop appropriate contingency plans. At this time there can be no
assurance that there will be no adverse impact on the Trust. The obligation to
make any necessary adaptations to their computer systems to prepare for the Year
2000 is the responsibility of the service provider that maintains the system.
The Trust does not expect to incur any material expense in that regard.

     The Trust will evaluate the reports received periodically from the various
significant borrowers. The Trust has received no information from any
significant borrowers of any prospective inability to make the loan payments due
the Trust on account of Year 2000 compliance issues. The Trust can give no
assurances that the ability of the colleges and universities to repay the loans
owned by the Trust will not be affected by Year 2000 issues. In the event loan
payments are not received in a timely manner, payment to certificateholders
and/or bondholders may be impaired.


<PAGE>


                                                          College and University
                                                         Facility Loan Trust One







================================================================================
                                                            Financial Statements
                                                               November 30, 1998




<PAGE>

                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS



To State Street Bank and Trust Company,  Owner Trustee of 
College and University Facility Loan Trust One:

We have  audited  the  accompanying  balance  sheet of  College  and  University
Facility Loan Trust One (a Massachusetts business trust), including the schedule
of  investments,  as of  November  30,  1998,  and  the  related  statements  of
operations and cash flows for the year then ended, and the statements of changes
in net  assets  for each of the two  years in the  period  then  ended,  and the
selected financial highlights for each of the periods presented. These financial
statements and the selected  financial  highlights are the responsibility of the
Owner Trustee.  Our  responsibility  is to express an opinion on these financial
statements and the selected financial highlights based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about whether the financial  statements  and the selected
financial  highlights  are free of  material  misstatement.  An  audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the financial statements.  Our procedures included confirmation of the Loans and
Investments  as of November  30,  1998 by  correspondence  with GMAC  Commercial
Mortgage Corporation and Federal National Mortgage Association, respectively. An
audit also includes  assessing the accounting  principles  used and  significant
estimates  made by  management,  as well as  evaluating  the  overall  financial
statement  presentation.  We believe that our audits provide a reasonable  basis
for our opinion.

In our opinion,  the financial  statements and the selected financial highlights
referred to above  present  fairly,  in all  material  respects,  the  financial
position of College and  University  Facility  Loan Trust One as of November 30,
1998,  and the  results of its  operations  and its cash flows for the year then
ended, and the changes in its net assets for each of the two years in the period
then ended, and the selected financial highlights for the periods presented,  in
conformity with generally accepted accounting principles.



/s/ ARTHUR ANDERSEN LLP

Boston, Massachusetts
January 29, 1999


<PAGE>





                                                          College and University
                                                         Facility Loan Trust One

                                                                   Balance Sheet
================================================================================


<TABLE>
<CAPTION>
November 30,                                                                        1998
- --------------------------------------------------------------------------------------------
<S>                                                                             <C>
Assets

Investments, at amortized cost, net of allowance for loan losses
 of $1,125,000 (Notes 1, 2, 6, 7 and 8 and Schedule of Investments)             $ 75,638,378
Cash                                                                                  79,998
Interest receivable                                                                1,012,283
Deferred bond issuance costs (Note 2)                                                806,175
- --------------------------------------------------------------------------------------------

     Total assets                                                               $ 77,536,834
============================================================================================


Liabilities

Bonds payable (Notes 3 and 8)                                                   $ 61,340,854
Interest payable (Note 3)                                                          3,194,143
Accrued expenses and other liabilities                                               157,404
Payable for Redemption of Class A Preferred Certificates (Note 5)                    784,859
Dividends payable (Note 5)                                                           166,388
- --------------------------------------------------------------------------------------------

     Total liabilities                                                            65,643,648
- --------------------------------------------------------------------------------------------

Net Assets

Class A Preferred  Certificates,  par value $1 - authorized  and  outstanding --
 1,726,662 certificates (preference as to annual dividends of 13.25%,
 mandatory redemption and liquidation at par value) (Note 5)                       1,726,662
- --------------------------------------------------------------------------------------------

Class B Certificates, par value $1 - authorized, issued
 and outstanding - 1,001,643 certificates (Note 5)                                 1,001,643
Accumulated deficit (Note 2)                                                        (571,860)
Paid-in capital (Note 2)                                                           9,736,741
- --------------------------------------------------------------------------------------------

     Total net assets applicable to Class B certificateholders                    10,166,524
- --------------------------------------------------------------------------------------------

     Total net assets                                                           $ 11,893,186
============================================================================================

     Net asset value per Class B certificate
      (based on 1,001,643 certificates outstanding)                             $      10.15
============================================================================================
</TABLE>

      The accompanying notes are an integral part of these financial statements.



                                                                               3
<PAGE>



                                                          College and University
                                                         Facility Loan Trust One

                                                         Statement of Operations
================================================================================



Year ended November 30,                                                 1998
================================================================================
Investment income:
   Interest income (Note 2)                                           $8,246,506
- --------------------------------------------------------------------------------

Expenses:
   Interest expense (Notes 2 and 3)                                    6,690,024
   Servicer fees (Note 4)                                                 71,071
   Trustee fees (Note 4)                                                  43,943
   Other trust and bond administration expenses                          289,336
- --------------------------------------------------------------------------------

     Total expenses                                                    7,094,374
- --------------------------------------------------------------------------------

     Net investment income                                             1,152,132

Provision for loan losses (Notes 2 and 6)                                200,000
- --------------------------------------------------------------------------------

     Net increase in net assets resulting from operations                952,132

Dividends to Class A Preferred Certificateholders                        338,705
- --------------------------------------------------------------------------------

     Net increase in net assets applicable to Class B
      certificateholders resulting from operations                    $  613,427
================================================================================

      The accompanying notes are an integral part of these financial statements.



                                                                               4
<PAGE>


                                                          College and University
                                                         Facility Loan Trust One

                                                         Statement of Cash Flows
================================================================================


<TABLE>
<CAPTION>
Year ended November 30,                                                             1998
============================================================================================
<S>                                                                             <C>         
Cash flows from operating activities:
   Interest received                                                            $  4,034,141
   Interest paid                                                                  (6,907,586)
   Operating expenses paid                                                          (398,220)
- --------------------------------------------------------------------------------------------

     Net cash used for operating activities                                       (3,271,665)
- --------------------------------------------------------------------------------------------

Cash flows from investing activities:
   Net decrease in funds held under investment agreements                            598,637
   Principal payments on Loans                                                    11,076,752
- --------------------------------------------------------------------------------------------

     Net cash provided by investing activities                                    11,675,389
- --------------------------------------------------------------------------------------------

Cash flows from financing activities:
   Principal repayments on Bonds                                                  (6,911,539)
   Redemption of Class A Preferred Certificates                                   (1,025,536)
   Dividends to Class A Preferred Certificates                                      (432,582)
- --------------------------------------------------------------------------------------------

     Net cash used for financing activities                                       (8,369,657)
- --------------------------------------------------------------------------------------------

Net increase in cash                                                                  34,067

Cash, beginning of year                                                               45,931
- --------------------------------------------------------------------------------------------

Cash, end of year                                                               $     79,998
============================================================================================

Reconciliation of net increase in net assets resulting from operations to net
 cash used for operating activities:
   Net increase in net assets resulting from operations                         $    952,132
   Provision for loan losses                                                         200,000
   Decrease in interest receivable                                                    92,879
   Increase in accrued expenses and other liabilities                                  6,131
   Decrease in Bond interest payable                                                (352,489)
   Amortization of deferred Bond issuance costs                                      134,926
   Amortization of purchase discount on Loans                                     (4,305,244)
- --------------------------------------------------------------------------------------------

       Net cash used for operating activities                                   $ (3,271,665)
============================================================================================
</TABLE>

      The accompanying notes are an integral part of these financial statements.



                                                                               5
<PAGE>


                                                          College and University
                                                         Facility Loan Trust One

                                             Statements of Changes in Net Assets
                                                                    (Note 2 (f))
================================================================================


<TABLE>
<CAPTION>
Years ended November 30,                                    1998            1997
====================================================================================
<S>                                                     <C>             <C>         
From operations:
   Net investment income                                $  1,152,132    $  1,196,581
   Provision for loan losses                                (200,000)       (200,000)

Dividends to certificateholders (Notes 2 and 5):
   Class A Preferred certificateholders
    ($.1325 per certificate annually):
     From net investment income                              (42,568)       (145,716)
     As tax return of capital                               (296,137)       (397,251)
- ------------------------------------------------------------------------------------

     Net increase in net assets applicable to Class B
      certificateholders resulting from operations           613,427         453,614
- ------------------------------------------------------------------------------------

Capital certificate transactions (Note 5):
   Redemptions of Class A Preferred certificates,
    1,236,516 and 1,304,023 certificates in
    1998 and 1997, respectively                           (1,236,516)     (1,304,023)
- ------------------------------------------------------------------------------------

     Net decrease in net assets resulting from
      capital certificate transactions                    (1,236,516)     (1,304,023)
- ------------------------------------------------------------------------------------

Net decrease in net assets                                  (623,089)       (850,409)

Net assets:
   Beginning of year                                      12,516,275      13,366,684
- ------------------------------------------------------------------------------------

   End of year                                          $ 11,893,186    $ 12,516,275
====================================================================================
</TABLE>

      The accompanying notes are an integral part of these financial statements.



                                                                               6
<PAGE>

                                                          College and University
                                                         Facility Loan Trust One

                                          Selected Financial Highlights for Each
                                                 Class B Certificate Outstanding
                                                  Throughout the Years Indicated
                                                                 (Notes 1 and 5)
================================================================================


<TABLE>
<CAPTION>
Years ended November 30,                       1998               1997             1996              1995         1994
=================================================================================================================================

<S>                                         <C>                <C>              <C>              <C>             <C>           
Net asset value, beginning of year          $      9.54        $     9.08       $     7.27       $       6.61    $     4.41
- ----------------------------------------------------------------------------------------------------------------------------

Net investment income                              1.15              1.20             2.69               1.77          3.04

Provision for loan losses                          (.20)             (.20)            (.20)              (.40)         (.12)

Dividends to Class A Preferred
 Certificateholders:
   From net investment income                      (.04)             (.15)            (.17)              (.64)         (.42)
   As tax return of capital                        (.30)             (.39)            (.51)              (.07)         (.30)
- ----------------------------------------------------------------------------------------------------------------------------

Net asset value, end of year                $     10.15        $     9.54       $     9.08       $       7.27    $     6.61
============================================================================================================================

Total investment return (a)                         N/A               N/A              N/A                N/A           N/A

Net assets applicable to Class A
 Preferred Certificates,
 end of year                                $ 1,726,662        $2,963,176       $4,267,199       $  5,376,365    $5,233,897

Net assets applicable to Class B
 Certificates, end of year                   10,166,524         9,553,099        9,099,485          7,281,153     6,620,384
============================================================================================================================

Ratios and Supplemental Data:

   Ratio of operating expenses to average
    net assets applicable to
    Class B Certificates                          71.95%(b)         83.43%(b)       103.94%(b)         133.48%(b)    180.25%(b)

   Ratio of net investment income
    to average net assets applicable
    to Class B Certificates                       11.69%            12.83%           32.93%             25.57%        55.24%

   Number of Class B Certificates
    outstanding, end of year                  1,001,643         1,001,643        1,001,643          1,001,643     1,001,643
</TABLE>

(a)  The Trust's investments are recorded at amortized cost as discussed in Note
     2. Accordingly, the financial statements do not reflect the market value of
     such investments.  For this reason,  management believes that no meaningful
     information can be provided regarding "Total Investment Return" and has not
     included information under that heading.

(b)  Excluding interest expense,  the ratio of operating expenses to average net
     assets applicable to Class B Certificates was 5.47%,  5.61%,  6.47%, 7.96%,
     and 11.64% in 1998, 1997, 1996, 1995, and 1994, respectively.


      The accompanying notes are an integral part of these financial statements.



                                                                               7
<PAGE>

                                                          College and University
                                                         Facility Loan Trust One

                                                   Notes to Financial Statements
================================================================================


1.   Organization and Business
            
     College and  University  Facility  Loan Trust One (the Trust) was formed on
     September 17, 1987 as a business  trust under the laws of the  Commonwealth
     of  Massachusetts  by a declaration of trust by State Street Bank and Trust
     Company,  formerly  the Bank of  Boston,  (the Owner  Trustee),  not in its
     individual  capacity but solely as Owner  Trustee.  The Trust is registered
     under the  Investment  Company Act of 1940 (as  amended) as a  diversified,
     closed-end, management investment company.

     The Trust was formed for the sole  purpose of  raising  funds  through  the
     issuance and sale of bonds (the Bonds).  The Trust commenced  operations on
     September  29, 1987 (the Closing Date) and issued Bonds in five tranches in
     the aggregate  principal amount of $126,995,000.  The Bonds constitute full
     recourse  obligations  of the  Trust.  The  collateral  securing  the Bonds
     consists primarily of a pool of college and university  facility loans (the
     Loans) to various  postsecondary  educational  institutions  and funds held
     under the indenture  (the  Indenture) and the  investment  agreements.  The
     Loans were  originated  by or  previously  assigned  to the  United  States
     Department of Education (ED) under the College  Housing Loan Program or the
     Academic  Facilities Loan Program.  The Loans,  which have been assigned to
     The First  National  Bank of Chicago  (the Bond  Trustee),  are  secured by
     various types of collateral,  including  mortgages on real estate,  general
     recourse obligations of the borrowers, pledges of securities and pledges of
     revenues.  As of the Closing Date, the Loans had a weighted  average stated
     interest rate of approximately  3.16% and a weighted average remaining term
     to maturity of approximately 19.4 years.  Payments on the Loans are managed
     by the Bond  Trustee  in  various  fund  accounts  and are  invested  under
     investment agreements (see Note 2) as specified in the Indenture.



                                                                               8
<PAGE>

                                                          College and University
                                                         Facility Loan Trust One

                                                   Notes to Financial Statements
================================================================================


1.   Organization and Business (Continued)

     All payments on the Loans and earnings under the investment  agreements and
     any required  transfers from the Expense,  Reserve and Liquidity  Funds are
     deposited  to the credit of the  Revenue  Fund held by the Bond  Trustee as
     defined within, and in accordance with, the Indenture. On each bond payment
     date,  amounts on deposit to the credit of the Revenue  Fund are applied in
     the following  order of priority:  to pay amounts due on the Bonds,  to pay
     administrative  expenses not previously paid from the Expense Fund, to fund
     the Expense Fund to the Expense Fund Requirement,  to fund the Reserve Fund
     to the Maximum  Reserve  Requirement  and to fund the Liquidity Fund to the
     Liquidity Fund Requirement. Any funds remaining in the Revenue Fund on such
     payment  date are paid to the  certificateholders  in the order of priority
     discussed in Note 5.

     On the Closing Date, certificates were issued by the Trust to ED as partial
     payments  for the  Loans.  In  December  1989,  ED sold,  through a private
     placement, all of its ownership interest in the Trust.


2.   Summary of Significant Accounting Policies
                                      
     (a)  College and University Facility Loans

     The Loans were purchased and recorded at a discount below par.  Pursuant to
     a  "no-action  letter"  that the Trust  received  from the  Securities  and
     Exchange Commission, the Loans (included in investments in the accompanying
     balance  sheet) are being  accounted for under the amortized cost method of
     accounting. Under this method, the difference between the cost of each Loan
     to  the  Trust  and  the  scheduled  principal  and  interest  payments  is
     amortized,  assuming  no  prepayments  of  principal,  and  included in the
     Trust's  income by  applying  the  Loan's  effective  interest  rate to the
     amortized cost of that Loan. The remaining balance of the purchase discount
     on the Loans as of November 30, 1998, was approximately  $35,274,000.  As a
     result  of  prepayments  of Loans  in the year  ended  November  30,  1998,
     additional interest income of approximately $95,000 was recognized.



                                                                               9
<PAGE>

                                                          College and University
                                                         Facility Loan Trust One

                                                   Notes to Financial Statements
================================================================================


2.   Summary of Significant Accounting Policies (Continued)

     (a)  College and University Facility Loans (Continued)

     The Trust's policy is to  discontinue  the accrual of interest on Loans for
     which  payment of principal or interest is 180 days or more past due or for
     other such Loans if  management  believes  the  collection  of interest and
     principal  is doubtful.  When a Loan is placed on  nonaccrual  status,  all
     previously accrued but uncollected interest is reversed against the current
     period's  interest income.  Subsequently,  interest income is recorded when
     received. Payments are applied to interest first, with the balance, if any,
     applied to  principal.  At November 30, 1998,  two loans had been placed on
     nonaccrual status, as discussed in Note 6.

     (b)  Other Investments

     Other  investments,  which are included in Investments in the  accompanying
     balance sheet, consist of two unsecured investment agreements issued by the
     Federal National Mortgage Association bearing fixed rates of interest of 5%
     and 8%. These investments are carried at cost. These investment  agreements
     terminate on the earlier of December 1, 2014 or the date on which the Bonds
     are paid-in-full.

     (c)  Federal Income Taxes

     It is the Trust's  policy to comply with the  requirements  applicable to a
     regulated  investment  company under  Subchapter M of the Internal  Revenue
     Code of  1986,  as  amended,  and to  distribute  substantially  all of its
     investment  company  taxable  income to its  certificateholders  each year.
     Accordingly, no federal or state income tax provision is required.

     For tax  purposes,  the Loans were  transferred  to the Trust at their face
     values.  Accordingly,  the  accretion  of the purchase  discount  creates a
     permanent book-tax difference.



                                                                              10
<PAGE>

                                                          College and University
                                                         Facility Loan Trust One

                                                   Notes to Financial Statements
================================================================================


2.   Summary of Significant Accounting Policies (Continued)

     (d)  Deferred Bond Issuance Costs

     Deferred  Bond  issuance  costs are  being  amortized  using the  effective
     interest-rate method,  assuming that all mandatory semiannual payments will
     be made on the term bonds as discussed in Note 3.

     (e)  Accounting for Impairment of a Loan and Allowance for Loan Losses

     The Trust  accounts  for credit  losses in  accordance  with  Statement  of
     Financial Accounting Standards (SFAS) No. 114, "Accounting by Creditors for
     Impairment of a Loan," as amended by SFAS No. 118  (hereafter  collectively
     referred  to as SFAS  114).  SFAS 114  requires  that  impaired  loans,  as
     defined, be measured based on the present value of the expected future cash
     flows discounted at the loan's effective interest rate or the fair value of
     the collateral if the loan is collateral dependent.

     Management is  responsible  for  establishing  an allowance for loan losses
     based on its best estimate of losses that might occur.  Ultimate losses may
     vary from the current estimate. This estimate is reviewed periodically, and
     as a provision to the allowance for loan losses  becomes  necessary,  it is
     reported  in  the  period  in  which  it  becomes  known.   Allowances  are
     established for those loans that, in the opinion of management,  are deemed
     to be impaired and potentially uncollectible.

     The  allowance for loan losses is based on  management's  evaluation of the
     level of the allowance  required in relation to the estimated loss exposure
     in the loan portfolio. Factors considered in evaluating the adequacy of the
     allowance include previous loss experience, current economic conditions and
     their effect on borrowers,  the performance of individual Loans in relation
     to  contract  terms,  adverse  situations  that may affect  the  borrower's
     ability to pay and the estimated fair values of collateral.



                                                                              11
<PAGE>

                                                          College and University
                                                         Facility Loan Trust One

                                                   Notes to Financial Statements
================================================================================


2.   Summary of Significant Accounting Policies (Continued)
                                      

     (e)  Accounting  for  Impairment  of a Loan and  Allowance  for Loan Losses
          (Continued)

     The  factors   discussed   above  are  inherently   difficult  to  predict.
     Accordingly,  the  final  outcome  of  these  estimates  and  the  ultimate
     realization  of amounts on certain  Loans may vary  significantly  from the
     amounts reflected in the accompanying financial statements.

     (f)  Presentation of Capital Distributions

     Capital  distributions  are accounted  for in accordance  with the American
     Institute  of Certified  Public  Accountants  Statement  of Position  93-2,
     "Determination,  Disclosure and Financial Statement Presentation of Income,
     Capital Gain and Return of Capital  Distributions by Investment  Companies"
     (SOP 93-2). SOP 93-2 requires the Trust to report distributions that are in
     excess of tax-basis  earnings and profits as a tax return of capital and to
     present the capital accounts on a basis that  approximates the amounts that
     are available for future distributions on a tax-basis.

     All  tax  earnings  and  profits  have  been  distributed,   therefore  all
     accumulated undistributed net investment income of has been reclassified to
     as paid-in capital as of November 30, 1998. This  reclassification  results
     from permanent book and tax  differences  such as the receipt of tax-exempt
     interest  income on certain  Loans,  the  related  interest  expense on the
     Bonds,  and the  accretion  of  purchase  discount  on the  Loans.  Amounts
     deducted for the loan loss reserve and dividends  payable are not currently
     deductible  for tax purposes and have been  reclassified  as an accumulated
     deficit. These reclassifications had no impact on the net investment income
     or net assets of the Trust.


                                                                              12
<PAGE>

                                                          College and University
                                                         Facility Loan Trust One

                                                   Notes to Financial Statements
================================================================================


2.   Summary of Significant Accounting Policies (Continued)

     (g)  Use of Estimates

     The  preparation  of financial  statements  in  conformity  with  generally
     accepted  accounting  principles  requires management to make estimates and
     assumptions  that affect the reported  amounts of assets and liabilities at
     the date of the financial  statements and the reported  amounts of revenues
     and expenses during the reporting period.  Actual results could differ from
     those estimates.

3.   Bonds

     The Bonds outstanding at November 30, 1998 consist of the following:

                                                                    Principal
                      Interest             Stated                    Amount
      Type              Rate               Maturity                  (000s)
     ===========================================================================

      Term              10.20%          June 1, 2002                 $  23,764
      Term              10.55           December 1, 2014                37,577
     ---------------------------------------------------------------------------

                                                                     $  61,341
     ===========================================================================

     The Bonds  maturing on June 1, 2002 are being  redeemed,  in part, on a pro
     rata basis by application of mandatory  semiannual  payments and commencing
     December  1, 2002,  the Bonds  maturing  on  December  1, 2014 will also be
     redeemed on a pro rata basis.  The redemption price is equal to 100% of the
     principal  amount to be redeemed  plus interest  accrued to the  redemption
     date.

     Interest on the Bonds is payable  semiannually.  On  December 1, 1998,  the
     Trust made the mandatory  redemption of $3,673,996 on the Bonds maturing on
     June 1, 2002.



                                                                              13
<PAGE>

                                                          College and University
                                                         Facility Loan Trust One

                                                   Notes to Financial Statements
================================================================================


3.   Bonds (Continued)

     The aggregate  scheduled  maturities of the Bonds,  including the scheduled
     mandatory redemptions at November 30, 1998, are as follows:

        Fiscal Year                                           Amount
        ==============================================================

        1999                                                $  6,829
        2000                                                   6,169
        2001                                                   5,570
        2002                                                   5,196
        2003                                                   4,447
        Thereafter                                            33,130
        --------------------------------------------------------------

        Total                                               $ 61,341
        ==============================================================

     The Bonds are not subject to optional redemption by either the Trust or the
     bondholders.

     In the event the Trust realizes negative cash flows,  various reserve funds
     have been  established  and  maintained  such that,  on or before such bond
     payment  date,  such  funds  may be used by the  Bond  Trustee  to make any
     required payments on the Bonds and to pay operating expenses of the Trust.

     As required by the  Indenture,  the  scheduled  future cash flows for Loans
     that are in default are excluded from the  calculation  of the Reserve Fund
     requirement.  The impact of excluding Loans in default from the calculation
     increases the Reserve Fund requirement. The cash flows from the December 1,
     1998  Bond  Payment  were   sufficient  to  satisfy  the  maximum   funding
     requirement of $7,677,413.



                                                                              14
<PAGE>

                                                          College and University
                                                         Facility Loan Trust One

                                                   Notes to Financial Statements
================================================================================


4.   Administrative Agreements
                  
     (a)  Servicer
                                           
     As compensation  for the services  provided under the servicing  agreement,
     the GMAC Commercial Mortgage  Corporation (GMAC) receives a collection fee.
     This fee is paid on each date of payment for each Loan and is equal to .055
     of 1% of the  outstanding  principal  balance  of such Loan  divided by the
     number of payments of principal  and interest in a calendar  year.  For the
     year ended  November  30,  1998,  this fee totaled  $51,047.  GMAC was also
     reimbursed for other related expenses of $20,024.

     (b)  Trustees

     As  compensation  for services  provided,  the Owner and Bond  Trustees are
     entitled  under the  Declaration  of Trust and the Indenture to receive the
     following fees:

     o    The Owner  Trustee,  in its  capacities as manager of the Trust and as
          Owner Trustee, received fees of $11,950 and $10,755, respectively, for
          the year ended  November 30, 1998. In addition,  the Owner Trustee was
          reimbursed $712 for out-of-pocket expenses.

     o    The Bond  Trustee is  entitled to an annual fee equal to .025 of 1% of
          the aggregate  outstanding  principal of the Bonds on the bond payment
          date  immediately  preceding the date of payment of such fee. The Bond
          Trustee is also reimbursed for out-of-pocket expenses in an amount not
          to exceed 4% of the applicable annual fee. For the year ended November
          30, 1998, the fees amounted to $17,964. In addition,  the Bond Trustee
          was reimbursed $2,562 for out-of-pocket expenses.



                                                                              15
<PAGE>

                                                          College and University
                                                         Facility Loan Trust One

                                                   Notes to Financial Statements
================================================================================


5.     Certificates                   

     The certificates comprise two classes,  namely 13.25% Class A Preferred and
     Class B. The Class A Preferred  certificates have preference over the Class
     B  certificates  with  respect  to the  payment  of  dividends,  rights  of
     redemption  and  liquidation  payments.  Dividends on the Class A Preferred
     certificates are payable in cash on each  Distribution Date (defined below)
     at the rate of 13.25% per annum from amounts  received by the Owner Trustee
     pursuant to the  Declaration of Trust.  To the extent that such amounts are
     not  sufficient  to  pay  accrued   dividends  on  any  Class  A  Preferred
     certificates  on any  Distribution  Date,  such  dividends  will be paid in
     additional certificates of the Class A Preferred certificates.  The Class A
     Preferred  certificates  are required to be redeemed by the Trust, in whole
     or in part, on any Distribution Date to the extent of the amount on deposit
     to the credit of the Revenue  Fund,  as  discussed in Note 1, and after all
     accrued  but  unpaid   dividends   thereon  have  been  paid  in  full.  No
     distributions  on the Class B  certificates  may be made  until all Class A
     Preferred certificates have been redeemed. Following the redemption in full
     of the Class A  Preferred  certificates,  on each  Distribution  Date,  the
     holders of the Class B certificates  will receive amounts paid to the Owner
     Trustee  pursuant  to the  Declaration  of  Trust,  pro  rata,  in the same
     proportion that the par value of the certificates evidenced by each Class B
     certificate bears to the sum of the par value of the certificates evidenced
     by all of the Class B certificates.
  
     Dividends and other  payments are  distributed  to the  certificateholders,
     while the Bonds are  outstanding,  on the second  business day in each June
     and December (the Distribution Date) and, after the Bonds are paid in full,
     on the first business day of each month.



                                                                              16
<PAGE>

                                                          College and University
                                                         Facility Loan Trust One

                                                   Notes to Financial Statements
================================================================================


5.   Certificates (Continued)

     On  December  1, 1998,  the Trust paid  $951,247  to the holders of Class A
     Preferred certificates,  of which $166,388 was for payment of dividends and
     $784,859 was a redemption of Class A Preferred certificates. These payments
     are reflected as liabilities in the accompanying balance sheet.

     The certificateholders shall each be entitled to one vote per certificate.

6.   Allowance for Loan Losses
                    
     An analysis of the  allowance  for loan losses for the year ended  November
     30, 1998 is summarized as follows:
                                                          
             Balance, beginning of period             $     925,000    
             Provision                                      200,000    
             Charge-offs                                         --    
             --------------------------------------------------------  
                                                                       
             Balance, end of period                   $   1,125,000    
             ========================================================
             
     At November 30, 1998, the recorded  investment in loans that are considered
     to be impaired under SFAS 114 was  approximately  $1,045,000 with a related
     allowance for loan losses of $727,000.

     The average  recorded  investment  in impaired  loans during the year ended
     November 30, 1998 was approximately $1,092,000. For the year ended November
     30, 1998, no interest income was recognized on impaired loans.

     The  amortized   cost  of  the  loans  placed  on   nonaccrual   status  is
     approximately   $1,045,000  at  November  30,  1998.  See  "Accounting  for
     Impairment of a Loan and Allowance for Loan Losses" for a discussion of the
     Trust's impaired loan accounting policy.



                                                                              17
<PAGE>

                                                          College and University
                                                         Facility Loan Trust One

                                                   Notes to Financial Statements
================================================================================


7.   Loans

     Scheduled  principal and interest  payments on the Loans as of November 30,
     1998, excluding payments for Loans in Default, as defined in the Indenture,
     are as follows:

                            Principal         Interest
                            Payments          Payments               Total
     Fiscal year             (000s)            (000s)               (000s)
     =====================================================================

     1999                   $   9,854         $   2,783        $    12,637
     2000                       8,671             2,479             11,150
     2001                       8,131             2,200             10,331
     2002                       7,333             1,940              9,273
     2003                       6,539             1,713              8,252
     Thereafter                50,247             9,481             59,728
     ---------------------------------------------------------------------

     Total                  $  90,775         $  20,596        $   111,371
     =====================================================================

     Expected  payments may differ from contractual  payments because  borrowers
     may prepay or default on their obligations.  Accordingly,  actual principal
     and  interest  payments  on the  Loans  may  vary  significantly  from  the
     scheduled payments.

     As of November 30, 1998,  there were two Loans in Default,  with a combined
     unpaid principal balance of approximately $3,041,000.

     The following analysis  summarizes the stratification of the loan portfolio
     by type of collateral and institution as of November 30, 1998:

                                               Amortized
                                 Number          Cost
     Type of Collateral         of Loans        (000s)                 %
     ==========================================================================

     Loans secured by a
       first mortgage              128         $  28,061            47.9%

     Loans not secured by
       a first mortgage             79            30,481            52.1
     --------------------------------------------------------------------------

     Total Loans                   207         $  58,542           100.0%
     ==========================================================================





                                                                              18
<PAGE>

                                                          College and University
                                                         Facility Loan Trust One

                                                   Notes to Financial Statements
================================================================================


7.   Loans (Continued)
                                  
                                                   Amortized                    
                                 Number              Cost                       
     Type of Institution        of Loans            (000s)               %      
     ========================================================================== 
                                                                                
     Private                          133         $  27,859            47.6%    
                                                                                
     Public                            74            30,683            52.4     
     -------------------------------------------------------------------------- 
     Total Loans                      207         $  58,542           100.0%    
     ========================================================================== 
                             
     The ability of a borrower to meet  future debt  service  payments on a Loan
     will depend on a number of factors  relevant to the financial  condition of
     such  borrower,  including,  among  others,  the size and  diversity of the
     borrower's sources of revenues;  enrollment trends; reputation;  management
     expertise;  the  availability and restrictions on the use of endowments and
     other  funds;   the  quality  and  maintenance   costs  of  the  borrower's
     facilities; and, in the case of some Loans to public institutions which are
     obligations  of a state,  the financial  condition of the relevant state or
     other governmental  entity and its policies with respect to education.  The
     ability of a borrower  to  maintain  enrollment  levels will depend on such
     factors as tuition  costs,  geographical  location,  geographic  diversity,
     quality of the  student  body,  quality of the  faculty  and  diversity  of
     program offerings.

     The  collateral  for Loans that are  secured by a mortgage  on real  estate
     generally  consists of special  purpose  facilities,  such as  dormitories,
     dining halls and gymnasiums,  which are integral  components of the overall
     educational  setting.  As a result,  in the event of borrower  default on a
     Loan, the Trust's  ability to realize the  outstanding  balance of the Loan
     through the sale of the underlying collateral may be negatively impacted by
     the special purpose nature and location of such collateral.




                                                                              19
<PAGE>

                                                          College and University
                                                         Facility Loan Trust One

                                                   Notes to Financial Statements
================================================================================


7.   Loans (Continued)
                                      
     A number of borrowers are currently  experiencing  adverse changes in their
     financial  condition due to declining  enrollment,  increasing  costs and a
     decline  in  endowments,  grants,  private  gifts,  and State  and  Federal
     funding.  Many of these potentially  troubled  borrowers are developing and
     implementing strategic plans to improve their financial position; the plans
     generally  include  taking  actions to control costs and increase  revenues
     through tuition increases,  fundraising campaigns,  higher enrollment and a
     reduction of faculty.

     Due to the special purpose nature of the borrowers' properties, the ability
     of such troubled borrowers to repay their loans may ultimately be dependent
     on the future success of the institutions' programs.

8.   Fair Value of Financial Instruments

     SFAS No.  107,  "Disclosures  about Fair Value of  Financial  Instruments,"
     allows for the use of a wide range of valuation techniques;  therefore,  it
     may be difficult to compare the Trust's  fair value  information  to public
     market  information or to other fair value  information.  Accordingly,  the
     fair value information  presented below does not purport to represent,  and
     should not be construed to represent,  the underlying "market" value of the
     Trust's  net  assets or the  amounts  that  would  result  from the sale or
     settlement  of  the  related  financial   instruments.   Further,   as  the
     assumptions  inherent  in fair  value  estimates  change,  the  fair  value
     estimates will change.



                                                                              20
<PAGE>

                                                          College and University
                                                         Facility Loan Trust One

                                                   Notes to Financial Statements
================================================================================


8.   Fair Value of Financial Instruments (continued)

     Current  market prices are not available for most of the Trust's  financial
     instruments  of Financial  since an active market  generally does not exist
     for such  instruments.  In  accordance  Instruments  with the  terms of the
     Indenture,  the Trust is required  to hold all of the Loans to  (Continued)
     maturity  and  to use  the  cash  flows  therefrom  to  retire  the  Bonds.
     Accordingly,  the  Trust has  estimated  the fair  values of its  financial
     instruments using a discounted cash flow  methodology.  This methodology is
     similar to the approach used at the formation of the Trust to determine the
     carrying amounts of these instruments for financial reporting purposes.  In
     applying  the  methodology,  the  calculations  have been  adjusted for the
     change in the relevant market rates of interest,  the estimated duration of
     the  instruments  and an  internally  developed  credit  risk rating of the
     instruments.  All  calculations  are based on the  scheduled  principal and
     interest  payments on the Loans because the prepayment  rate on these loans
     is not subject to estimate.

     The  estimated  fair  value  of  each  category  of the  Trust's  financial
     instruments  and the  related  book  value  presented  in the  accompanying
     balance sheet as of November 30, 1998 are as follows:

                                     Book Value             Fair Value
                                       (000s)                 (000s)
     ====================================================================

     Loans                            $  57,417*             $   78,015

     Investment Agreements:
        Revenue Fund                     15,725                  17,044
        Liquidity Fund                    2,496                   3,735
     --------------------------------------------------------------------
                                      $  75,638              $   98,794
     ====================================================================

     Bonds                            $  61,341               $  76,606
     ====================================================================

     *Net of Allowance for Loan Losses of $1,125,000.



                                                                              21
<PAGE>

                 COLLEGE AND UNIVERSITY FACILITY LOAN TRUST ONE

                             SCHEDULE OF INVESTMENTS

                                November 30, 1998

                          (Dollar Amounts in Thousands)

                                   (continued)
<TABLE>
<CAPTION>

  Outstanding                                                            Stated                         Internal        Amortized
   Principal                                                            Interest        Maturity        Rate of        Cost (Notes
    Balance                     Description                              Rate %           Date          Return %         1 and 2)
    -------                     -----------                              ------           ----          --------         --------
<S>               <C>                                                   <C>            <C>                  <C>              <C> 
                  COLLEGE AND UNIVERSITY LOANS (75.9%)
                  ---------- A ---------
   $1,350         Albion College                                           3.00        10/01/2015           12.51             $696
       52         Albion College                                           3.00        11/01/1999           12.74               47
      105         Albright College                                         3.50        05/01/2001           11.70               94
      368         Alfred University                                        3.00        11/01/2007           12.41              245
       20         Allegheny College                                        3.00        07/01/1999           12.73               18
       61         Allegheny College                                        3.50        07/01/2001           12.83               51
      535         Alma College                                             3.00        04/01/2010           11.87              343
      260         Alverno College                                          3.375       10/01/2003           12.52              202
      166         American Graduate School of                                                                         
                    International Management                               3.00        11/01/2010           12.59              101
      270         Anderson College                                         3.00        03/01/2010           13.02              164
      914         Appalachian State University                          3.00-3.625     07/01/2004           11.80              693
      352         Arizona State University                                 3.50        10/01/2003           11.72              283
      210         Atlantic Union College                                   3.00        05/01/2023           12.68               90
    1,410         Augsburg College                                         3.00        04/01/2016           12.95              713
      808         Azusa Pacific University                                 3.00        04/01/2017           12.96              397
                  ---------- B ---------                                                                              
      665         Baptist College at Charleston                            3.00        03/01/2014           12.96              357
       22         Barnard College                                          3.125       04/01/1999           12.82               21
       83         Benedict College                                         3.00        11/01/2006           12.42               57
       16         Bethune-Cookman College                                  3.00        10/01/2000           12.71               14
      273         Birmingham-Southern College                              3.00        10/01/2006           12.48              193
      440         Birmingham-Southern College                              3.00        10/01/2010           12.47              265
      130         Black Hills State College                                3.00        10/01/2005           11.76               96
      100         Black Hills State College                                3.00        10/01/2007           11.77               69
      892         Boston University                                        3.00        12/31/2022           11.87              411
      196         Bryan College                                            3.00        02/01/2010           12.68              120
       40         Buena Vista College                                      3.625       02/01/2001           13.45               35
      194         Buena Vista College                                      3.00        11/01/2009           12.41              121
                  ---------- C ---------                                                                              
    2,110         California State University                              3.00        11/01/2012           10.57            1,317
      612         Carnegie - Mellon University                             3.00        11/01/2017           10.45              347
    1,995         Case Western Reserve University                          3.00        04/01/2016           10.54            1,167
       15         Centenary College of Louisiana                           2.875       10/01/1999           12.82               14
       92         Central Missouri State                                   3.125       07/01/2000           11.83               81
      200         Central Missouri State                                   3.50        07/01/2001           11.80              169
       59         Central Washington University                            3.50        10/01/1999           10.99               55
      614         Central Washington University                            3.75        10/01/2004           11.03              492
</TABLE>  

                                                                              22
<PAGE>

                 COLLEGE AND UNIVERSITY FACILITY LOAN TRUST ONE

                             SCHEDULE OF INVESTMENTS

                                November 30, 1998

                          (Dollar Amounts in Thousands)

                                   (continued)

<TABLE>
<CAPTION>

  Outstanding                                                            Stated                         Internal        Amortized
   Principal                                                            Interest        Maturity        Rate of        Cost (Notes
    Balance                     Description                              Rate %           Date          Return %         1 and 2)
    -------                     -----------                              ------           ----          --------         --------
<S>               <C>                                                   <C>            <C>                  <C>               <C> 
      $36         Chaminade College of Honolulu                            3.50        10/01/2002           12.55              $29
      278         Chaminade College of Honolulu                            3.00        10/01/2011           12.47              163
       89         Champlain College                                        3.00        10/01/2010           12.66               54
      219         Claflin College                                          3.00        11/01/2002           12.57              178
       46         Clark Atlanta University                                 3.00        11/01/1999           12.75               42
    1,025         College of Charleston                                    3.00        07/01/2016           12.02              538
      600         College of St. Thomas                                    3.00        04/01/2017           12.95              296
      541         College of the Virgin Islands                            3.00        10/01/2004           11.83              408
      252         Colorado State University                                3.50        04/01/2001           12.17              222
    1,060         Colorado State University                                3.625       04/01/2005           11.98              817
      394         Community College of Rhode Island                        3.00        04/01/2018           12.10              199
      725         Concordia College                                        3.00        05/01/2011           12.64              434
       89         Contra Costa College                                     3.00        04/01/2009           12.34               58
       29         Cornell University                                       3.00        11/01/1999           10.84               27
      358         Curry College                                            3.00        04/01/2010           12.74              220
                  ---------- D ---------                                                                              
       27         Dana College                                             3.50        04/01/2001           13.39               23
      335         Daniel Webster College                                   3.00        04/01/2019           12.99              155
      384         Dean Junior College                                      3.00        04/01/2016           12.96              200
       41         Dillard University                                       3.375       04/01/2002           13.41               35
       51         Dillard University                                       3.00        11/01/2000           12.68               45
    1,180         Drake University                                         3.00        10/01/2012           12.71              671
       80         Drexel University                                        3.75        05/01/2000           11.72               75
                  ---------- E ---------                                                                              
      377         Eckerd College                                           3.50        07/01/2003           12.53              292
       53         Eckerd College                                           3.75        03/01/2005           13.04               40
      104         Emory University                                         3.375       07/01/2002           12.59               86
      265         Emory University                                         3.375       03/01/2003           13.25              210
      435         Emporia State University                                 3.00        04/01/2009           12.33              283
                  ---------- F ---------                                                                              
      259         Fairleigh Dickinson University                           3.50        11/01/2003           11.66              207
      116         Fairleigh Dickinson University                           3.00        11/01/2020           12.09               55
       26         Findlay College                                          3.375       07/01/2002           12.56               21
      340         Florida Atlantic University                              3.00        07/01/2006           11.85              238
       68         Florida Institute of Technology                          3.00        02/01/2006           13.17               48
      160         Foothill College                                         3.00        10/01/2006           11.76              114
      214         Fort Hays State University                               3.375       10/01/2002           11.74              176
       18         Fort Lewis College                                       3.125       10/01/1999           11.84               16
                  ---------- G ---------                                                                              
      779         Gordon College                                           3.50        04/01/2013           12.84              448
</TABLE>        

                                                                              23
<PAGE>

                 COLLEGE AND UNIVERSITY FACILITY LOAN TRUST ONE

                             SCHEDULE OF INVESTMENTS

                                November 30, 1998

                          (Dollar Amounts in Thousands)

                                   (continued)

<TABLE>
<CAPTION>
  Outstanding                                                            Stated                         Internal        Amortized
   Principal                                                            Interest        Maturity        Rate of        Cost (Notes
    Balance                     Description                              Rate %           Date          Return %         1 and 2)
    -------                     -----------                              ------           ----          --------         --------
<S>               <C>                                                   <C>            <C>                  <C>               <C> 
   $1,140         Grambling State University                            3.00-3.75      10/01/2005           11.70             $844
                  ---------- H ---------                                                                              
      128         Hampshire College                                        3.00        11/01/2006           12.43               89
      710         Harcum Junior College                                    3.00        11/01/2015           12.44              369
      430         Haverford College                                        3.625       11/01/2013           12.29              249
       35         High Point College                                       3.375       12/01/2002           11.63               27
      155         High Point College                                       3.00        12/01/2007           11.72              100
                  ---------- I ---------                                                                              
      585         Indiana University                                       3.50        04/01/2000           11.56              540
      150         Inter American University of San Juan                 2.75-3.00      12/01/2001           11.63              126
    1,025         Iowa State University of Ames                            3.00        07/01/2007           10.63              724
                  ---------- J ---------                                                                              
      420         Jackson State University                                 3.00        01/01/2007           12.50              288
       62         Jarvis Christian College                                 3.50        04/01/2001           13.41               54
      564         Jarvis Christian College                                 3.00        04/01/2019           12.96              264
                  ---------- K ---------                                                                              
       25         Kansas Newman College                                    3.125       04/01/2000           13.71               23
      151         Kansas Newman College                                    3.00        04/01/2006           13.10              105
      265         Kansas State University                                  3.375       04/01/2002           11.79              226
       70         Kansas State University                                  3.50        04/01/2000           11.52               64
      138         Kent State University                                    2.875       12/01/1999           10.01              130
    1,370         Kent State University                                    3.00        12/01/2008           10.55              953
       52         Kenyon College                                           3.00        11/01/1999           10.69               48
       65         Kirksville College of Kirksville, Missouri               3.125       12/01/2000           11.63               57
      173         Knox College                                             3.00        05/01/2007           12.72              118
                  ---------- L ---------                                                                              
      248         Laredo Junior College                                    3.00        08/01/2009           11.82              157
      116         Lawrence University                                      3.375       04/01/2002           13.34               96
       11         Lincoln College                                          3.00        12/01/1998           11.63               10
       36         Linfield College                                         3.125       10/01/1999           12.80               33
      610         Long Island University                                   3.00        06/01/2016           12.34              306
      651         Long Island University                                   3.75        10/01/2005           12.42              478
      141         Louisiana State University                               3.50        07/01/2002           10.50              121
      520         Louisiana State University                               3.50        04/01/2002           11.10              449
       97         Louisiana Tech University                                3.50        04/01/2000           12.72               91
       90         Loyola University - Mundelein Branch                     3.125       10/01/2000           12.70               78
                  ---------- M ---------                                                                              
      440         McKendree College                                        3.00        04/01/2007           13.07              297
       58         Medical College of Wisconsin                             3.00        10/01/1999           12.79               53
       21         Merrimack College                                        2.875       04/01/1999           13.83               20
</TABLE>  

                                                                              24
<PAGE>

                 COLLEGE AND UNIVERSITY FACILITY LOAN TRUST ONE

                             SCHEDULE OF INVESTMENTS

                                November 30, 1998

                          (Dollar Amounts in Thousands)

                                   (continued)

<TABLE>
<CAPTION>

  Outstanding                                                            Stated                         Internal        Amortized
   Principal                                                            Interest        Maturity        Rate of        Cost (Notes
    Balance                     Description                              Rate %           Date          Return %         1 and 2)
    -------                     -----------                              ------           ----          --------         --------
<S>               <C>                                                   <C>            <C>                  <C>              <C> 
    $742          Michigan State University                                3.00        05/01/2020           10.96             $385
   1,410          Middlebury College                                       3.00        04/01/2018           12.87              727
      40          Midland Lutheran College                                 3.50        04/01/2001           13.41               35
      19          Midland Lutheran College                                 2.875       04/01/1999           13.77               18
     312          Mississippi State University                             3.50        12/01/2001           10.82              274
     100          Mississippi Valley State                                 3.00        07/01/2008           11.89               66
     553          Missouri Southern State College                          3.00        12/01/2008           10.56              383
     309          Missouri Western State College                           3.00        10/01/2008           11.77              205
     413          Montclair State College                                  3.00        07/01/2008           11.32              276
     295          Monterey Peninsula College                               3.00        10/01/2018           11.95              144
     113          Montreat-Anderson College                                3.00        12/01/2019           12.19               54
     174          Moravian College                                         3.00        11/01/2000           12.67              151
      13          Morehouse College                                        2.875       07/01/1999           10.48               12
      83          Morehouse College                                        3.375       07/01/2001           10.57               72
     955          Morris College                                           3.00        11/01/2013           12.42              525
                  ---------- N ---------                                                                              
     398          New England College                                      3.625       10/01/2013           12.37              232
   1,025          New England College                                      3.00        04/01/2019           12.96              480
     109          North Carolina Agriculture                                                                          
                    and Technical State University                         3.75        07/01/2004           10.02               88
   1,005          North Carolina State University                          3.00        09/01/2006            8.02              813
      46          Northeastern University                                  3.00        05/01/1999           13.10               43
                  ---------- O ---------                                                                              
      84          Occidental College                                       3.50        10/01/2001           12.62               71
   2,135          Old Dominion University                                  3.00        06/01/2013           11.70            1,210
     129          Ouachita Baptist University                              3.375       12/01/2002           11.63              106
                  ---------- P ---------                                                                              
      50          Pacific University                                       3.50        10/01/2001           12.66               43
      37          Pacific University                                       3.00        11/01/1999           12.75               34
      27          Pan American University                                  3.50        10/01/2000           11.00               24
     440          Point Loma Nazarene College                              3.75        04/01/2005           13.05              331
      86          Providence Hospital                                      3.375       01/01/2002           11.33               73
     440          Purdue University                                        3.50        07/01/2001           10.26              382
                  ---------- R ---------                                                                              
     245          Riverside Hospital                                       3.00        04/01/2007           13.09              168
     683          Rivier College                                           3.625       04/01/2014           12.78              390
                  ---------- S ---------                                                                              
     405          San Diego State University                               3.00        11/01/2021           11.93              189
     835          San Francisco State University                           3.00        11/01/2021           11.93              387
   1,148          Sarah Lawrence College                                   3.00        11/01/2021           12.64              522
</TABLE> 

                                                                              25
<PAGE>

                 COLLEGE AND UNIVERSITY FACILITY LOAN TRUST ONE

                             SCHEDULE OF INVESTMENTS

                                November 30, 1998

                          (Dollar Amounts in Thousands)

                                   (continued)


<TABLE>
<CAPTION>

  Outstanding                                                            Stated                         Internal        Amortized
   Principal                                                            Interest        Maturity        Rate of        Cost (Notes
    Balance                     Description                              Rate %           Date          Return %         1 and 2)
    -------                     -----------                              ------           ----          --------         --------
<S>               <C>                                                   <C>            <C>                  <C>               <C> 
    $278          Scripps College                                          3.00        10/01/2005           12.51             $201
     106          Simpson College                                          3.375       07/01/2001           12.18               89
      76          South Dakota State University                            3.125       04/01/2000           12.76               72
   1,505          South Dakota State University                            3.00        04/01/2016           12.31              801
      17          South Plains Junior College District                     3.125       10/01/1999           11.85               16
   1,195          Southeast Missouri State                                 3.50        04/01/2005           12.32              905
     236          Southern Arkansas University                             3.75        10/01/2004           11.76              185
      33          Southern Nazarene University                             3.125       04/01/2000           13.60               30
      47          Spring Arbor College                                     3.00        11/01/2000           12.67               41
     172          Springfield College                                      3.00        05/01/2011           12.59              103
      63          St. Augustine's College                                  3.00        11/01/2001           12.61               53
     207          St. Edward's University                                  3.625       04/01/2013           12.80              121
     240          St. Francis College                                      3.50        05/01/2001           12.88              210
     336          St. Mary's University of San Antonio                     3.75        11/01/2002           12.47              275
     210          St. Michael's College                                    3.00        04/01/2008           13.06              140
     326          Stanford University                                      3.125       04/01/2002            9.82              290
      70          Stanford University                                      3.00        05/01/1999            9.61               68
     946          Stanford University                                      3.00        05/01/2024           10.40              475
      59          Stetson University                                       3.50        09/01/2001           12.48               51
      34          Stillman College                                         3.00        02/01/2007           13.24               23
   2,871          Suomi College (A)                                        3.00        08/01/2014           12.70              891
     160          Susquehanna University                                   3.00        11/01/2006           12.44              112
     410          Susquehanna University                                   3.625       11/01/2014           12.32              231
     142          Swarthmore College                                       3.00        11/01/2013           12.30               79
                  ---------- T ---------                                                                              
     630          Taylor University                                        3.00        10/01/2010           12.45              379
     493          Temple University                                        3.375       11/01/2014           11.99              283
     120          Temple University                                        2.875       05/01/1999           13.18              114
     300          Texas College                                            3.00        04/01/2007           13.09              203
     708          Texas Tech University                                    3.625       03/01/2013           10.80              454
   5,020          Texas Tech University                                 3.375-3.50     03/01/2012           10.83            3,260
     128          Tougaloo College                                         3.00        06/01/2021           12.44               57
     661          Tufts University                                         3.625       10/01/2004           12.47              504
                  ---------- U ---------                                                                              
   1,866          University of Alabama                                    3.00        05/01/2021           12.27              878
      82          University of Alaska                                     3.125       04/01/2001           12.63               72
     196          University of Arkansas at Monticello                     3.625       04/01/2004           12.40              155
      13          University of Arkansas at Little Rock                    2.875       04/01/1999           12.01               12
      35          University of Chicago                                    3.50        12/01/2001           11.63               30
     235          University of Florida                                    3.00        01/01/1999           12.70              222
</TABLE>   

                                                                              26
<PAGE>

                 COLLEGE AND UNIVERSITY FACILITY LOAN TRUST ONE

                             SCHEDULE OF INVESTMENTS

                                November 30, 1998

                          (Dollar Amounts in Thousands)

                                   (continued)

<TABLE>
<CAPTION>

  Outstanding                                                            Stated                         Internal        Amortized
   Principal                                                            Interest        Maturity        Rate of        Cost (Notes
    Balance                     Description                              Rate %           Date          Return %         1 and 2)
    -------                     -----------                              ------           ----          --------         --------
<S>               <C>                                                   <C>            <C>                  <C>             <C> 
   $1,073         University of Florida                                    3.00        01/01/2005           12.51             $798
    1,010         University of Hawaii at Manoa                            3.00        10/01/2006           11.76              713
    1,282         University of Missouri at Columbia                       3.625       05/01/2004           11.63            1,037
       82         University of Missouri at Rolla                          3.50        05/01/2003           11.68               69
      252         University of Montevallo                                 3.00        05/01/2023           12.30              112
      141         University of Nebraska                                   3.00        07/01/2013           10.59               87
      309         University of North Carolina                             3.50        07/01/2002           10.60              259
    1,430         University of North Carolina                             3.00        01/01/2018           11.49              753
    1,780         University of Notre Dame                                 3.00        04/01/2018           12.95              856
       50         University of Pittsburgh                                 3.00        11/01/1999            9.95               47
      296         University of Portland                                   3.00        04/01/2013           12.95              163
      439         University of Rochester                                  3.375       10/01/2002           10.77              375
    1,090         University of Rochester                                  3.00        10/01/2006           10.92              793
      903         University of South Dakota                               3.625       10/01/2013           11.74              539
    2,224         University of South Florida                              3.00        07/01/2013           11.97            1,245
      297         University of Steubenville                               3.375       04/01/2012           12.88              174
      337         University of Steubenville                               3.00        04/01/2017           12.96              166
    2,854         University of Vermont                                    3.00        10/01/2019           12.19            1,380
      100         University of Washington                                 3.50        08/01/2000           11.06               89
      170         Upsala College (A)                                       2.75        10/01/1996           12.65              155
      625         Utah State University                                    3.50        04/01/2002           11.76              534
                  ---------- V ---------                                                                              
    1,024         Vanderbilt University                                    3.00        08/01/2005           10.69              771
      744         Vanderbilt University                                    3.00        06/30/2009           10.39              512
                  ---------- W ---------                                                                              
      110         West Virginia Institute of Technology                    3.00        06/01/1999           11.66              100
      393         West Virginia Wesleyan College                           3.50        05/01/2002           13.43              322
      135         Western Carolina University                              3.75        11/01/2001           11.67              116
    1,360         Western Maryland College                                 3.00        11/01/2016           12.44              689
      175         Western Washington University                            3.00        10/01/2007           11.16              123
       53         Whittier College                                         3.50        04/01/2001           13.53               48
                  ---------- X ---------                                                                              
      560         Xavier University                                        3.00        10/01/2017           12.54              271
- ---------                                                                                                                  --------
   93,816         Total College and University Loans                                                                        58,542
- ---------        

                  Allowance for Loan Losses                                                                                  1,125
                                                                                                                           --------

                  Net College and University Loans                                                                          57,417
                                                                                                                           --------
</TABLE>


                                                                              27
<PAGE>

                 COLLEGE AND UNIVERSITY FACILITY LOAN TRUST ONE

                             SCHEDULE OF INVESTMENTS

                                November 30, 1998

                          (Dollar Amounts in Thousands)

                                   (continued)


<TABLE>
<CAPTION>

  Outstanding                                                            Stated                         Internal        Amortized
   Principal                                                            Interest        Maturity        Rate of        Cost (Notes
    Balance                     Description                              Rate %           Date          Return %         1 and 2)
    -------                     -----------                              ------           ----          --------         --------
<S>               <C>                                                   <C>            <C>                  <C>            <C> 
                  INVESTMENT AGREEMENTS (24.1%)

   $2,496         FNMA #787 Liquidity Fund                                 8.00        12/01/2014            8.00           $2,496
   15,725         FNMA #786 Revenue Fund                                   5.00        12/01/2014            5.00           15,725
- ---------                                                                                                                  ---------
   18,221         Total Investment Agreements                                                                               18,221
- ---------                                                                                                                  ---------
 $112,037         Total Investments (100.0%)                                                                               $75,638
=========                                                                                                                  =========
</TABLE>


(A)   These  institutions  have been placed on  nonaccrual  status as more fully
      described in Note 6.




                                                                              28

<TABLE> <S> <C>


<ARTICLE>                                            6
<LEGEND>
This schedule contains summary financial information extracted from the College
and University Facility Loan Trust One November 31, 1998 financial statements
and is qualified in its entirety by reference to such financial statements.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          NOV-30-1998
<PERIOD-END>                               NOV-30-1998
<INVESTMENTS-AT-COST>                            75638
<INVESTMENTS-AT-VALUE>                               0
<RECEIVABLES>                                     1012
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                               985
<TOTAL-ASSETS>                                   77537
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                          61341
<OTHER-ITEMS-LIABILITIES>                         4303
<TOTAL-LIABILITIES>                              65644
<SENIOR-EQUITY>                                   1727
<PAID-IN-CAPITAL-COMMON>                          9736
<SHARES-COMMON-STOCK>                          1001643
<SHARES-COMMON-PRIOR>                          1001643
<ACCUMULATED-NII-CURRENT>                        (572)
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                     11893
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                 8246
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                    7094
<NET-INVESTMENT-INCOME>                           1152
<REALIZED-GAINS-CURRENT>                             0
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                              952
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                           43
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                              296
<NUMBER-OF-SHARES-SOLD>                              0
<NUMBER-OF-SHARES-REDEEMED>                          0
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                           (623)
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                           9737
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                                0
<INTEREST-EXPENSE>                                6690
<GROSS-EXPENSE>                                   7094
<AVERAGE-NET-ASSETS>                             12280
<PER-SHARE-NAV-BEGIN>                             9.54
<PER-SHARE-NII>                                   1.15
<PER-SHARE-GAIN-APPREC>                              0
<PER-SHARE-DIVIDEND>                             (.04)
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                             (.30)
<PER-SHARE-NAV-END>                              10.15
<EXPENSE-RATIO>                                    .58
<AVG-DEBT-OUTSTANDING>                           64735
<AVG-DEBT-PER-SHARE>                             64.63
        

</TABLE>


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