AUTO FUNDING II L P
10-Q, 1998-08-05
ASSET-BACKED SECURITIES
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<PAGE>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q


     (Mark One)

     [X]  Quarterly report pursuant to Section 13 or 15(d) of the Securities
          Exchange Act of 1934

     For the quarterly period ended June 30, 1998

                                       OR

     [ ]  Transition report pursuant to Section 13 or 15(d) of the Securities
          Exchange Act of 1934

     For the transition period from

     Commission file number 
                            ---------------------
               NYLIFE SFD Holding Inc. as Master Administrator For
          NAFCO Auto Trust-1, NAFCO Auto Trust-2, and NAFCO Auto Trust-3
             (Exact name of registrant as specified in its charter)

              Delaware                                  13-3475905
  (State or other jurisdiction                       (I.R.S. Employer
of incorporation or organization)                    Identification No.)

 51 Madison Avenue, New York, New York                     10010
 -------------------------------------                     -----
(Address of principal executive offices)                 (Zip Code)

Registrant's telephone number, including area code (212) 576-6456

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

                           Yes [X]            No [ ]

<PAGE>

                                TABLE OF CONTENTS


                                                                        Page No.
                                                                        --------
Part I       Financial Information

Item 1.      Financial Statements                                          3
Item 2.      Management's Discussion and Analysis of Financial
             Condition and Results of Operations Properties                3
Item 3.      Quantitative and Qualitative Disclosures About Market Risk    3

Part II      Other Information

Item 1.      Legal Proceedings                                             4
Item 2.      Changes in Securities                                         4
Item 3.      Defaults Upon Senior Securities                               4
Item 4.      Submission of Matters to a Vote of Security Holders           4
Item 5.      Other Information                                             4
Item 6.      Exhibits and Reports on Form 8-K                              4-5

Signatures                                                                 6


                                       2

<PAGE>

                                     PART I

Item 1.   Financial Statements

Not applicable.

Item 2.   Management's Discussion and Analysis of Financial Condition and 
          Results of Operations

Not applicable.

Item 3.   Quantitative and Qualitative Disclosures About Market Risk

Not applicable.


                                       3

<PAGE>

                                     PART II

Item 1.   Legal Proceedings

None.

Item 2.   Changes in Securities

None.

Item 3.   Defaults on Senior Securities

None.

Item 4.   Submission of Matters to a Vote of Security Holders

None.

Item 5.   Other Information

A "NOTICE OF PURCHASE OF AUTO LOANS BY THE MASTER ADMINISTRATOR AND FINAL 
PAYMENT TO THE INVESTOR CERTIFICATEHOLDERS OF 8.45% CERTIFICATES OF NAFCO 
AUTO TRUST-1" dated August 5, 1998 has been issued by the Trustee, Bankers 
Trust Company. Such notice states that pursuant to Section 11.01(b) of that 
certain Amended and Restated Pooling and Servicing Agreement dated as of 
August 1, 1994 among NAFCO Auto Funding, L.P. (now known as Auto Funding II, 
L.P.), as Seller, NAFCO Inc. (now known as NYLIFE SFD Holding, Inc.), as 
Master Administrator, Electronic Data Systems Corporation, as Servicer, and 
Bankers Trust Company, as Trustee, that the Master Administrator will 
purchase all Auto Loans from NAFCO Auto Trust-1 (the "Trust") as of July 31, 
1998 (the "Purchase Date").

The Master Administrator will deposit the aggregate Principal Balance of all
outstanding Auto Loans and all accrued interest through the Purchase Date 
into the Trust Collection Account. On August 20, 1998, the Distribution Date 
immediately following the Purchase Date, the Trustee will distribute such 
amounts in payment of the principal and accrued interest on the Investor 
Certificates to the Investor Certificateholders. The distribution to Investor 
Certificateholders on August 20, 1998 constitutes the final payment of monies 
due and owing to Investor Certificateholders pursuant to the Trust.

This Quarterly Report on Form 10-Q should be read in conjunction with the 
Company's Annual Report on Form 10-K for the year ended December 31, 1997.

Item 6.   Exhibits and Reports on Form 8-K

(a)       Exhibits

          The following reflects all applicable Exhibits required under Item 601
          of Regulation S-K;

          (99)   Additional Exhibits

          (99.1) Trust - 1

          Master Administrator Report dated May 20, 1998 for the Due 
          Period beginning on February 1, 1998 and ending on April 30,
          1998, (ii) Servicer Report for the period beginning May 1,
          1998 and ending on May 31, 1998, (iii) Servicer Report for
          the period beginning June 1, 1998 and ending on June 30, 1998.

          (99.2) Trust - 2

          Master Administrator Reports dated (i) May 20, 1998 for the 
          Due Period beginning on April 1, 1998 and ending on April 30, 
          1998, (ii) June 22, 1998 for the Due period beginning on May 1,
          1998 and ending on May 31, 1998, (iii) July 20, 1998 for 
          the Due Period beginning on June 1, 1998 and ending on June 30,
          1998.


                                       4

<PAGE>

          (99.3) Trust - 3

          Master Administrator Reports dated (i) May 20, 1998 for the 
          Due Period beginning on April 1, 1998 and ending on April 30, 
          1998, (ii) June 22, 1998 for the Due Period beginning on May 1,
          1998 and ending on May 31, 1998, (iii) July 20, 1998 for the 
          Due Period beginning on June 1, 1998 and ending on June 30, 1998.

(b)       Reports on Form 8-K

          None.


                                       5

<PAGE>

                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized on August 5, 1998.



                            NYLIFE SFD Holding Inc., on behalf of
                            NAFCO Auto Trust-1, NAFCO Auto Trust-2, and 
                            NAFCO Auto Trust-3


                            By:  NYLIFE Depositary Corporation
                                 General Partner 

                                 By:  /s/ Kevin M. Micucci
                                      -----------------------------------
                                            Kevin M. Micucci
                                             Principal Executive Officer

                                   By:  /s/ Scott J. Drath
                                        -----------------------------------
                                            Scott J. Drath
                                             VP and Controller of the 
                                             General Partner

<PAGE>

                                INDEX TO EXHIBITS

Exhibit No.                Description                                    Page #

99.1                       Master Administrator Reports                    8-31
                           for Trust - 1
                           Servicer Reports May, June 1998
99.2                       Master Administrator Reports                   32-67
                           for Trust - 2
99.3                       Master Administrator Reports                   68-103
                           for Trust - 3


<PAGE>

                             MASTER ADMINISTRATOR REPORT

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

                                NAFCO AUTO TRUST - 1 

                        For the May 20, 1998 Distribution Date

                       For period beginning on February 1, 1998
                   and ending on April 30, 1998 (the "Due Period")

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

     The undersigned, a duly authorized officer of NYLIFE SFD Holding Inc., as
Master Administrator (the "Master Administrator"), pursuant to Section 5.11 of
the Amended and Restated Pooling and Servicing Agreement (the "Pooling and
Servicing Agreement") dated as of August 1, 1994, as amended, by and among Auto
Funding II L.P., as Seller, the Master Administrator, Electronic Data Systems
Corporation, as Servicer and Bankers Trust Company, as Trustee, does hereby
certify as follows:

     1.   Capitalized terms used in this Master Administrator Report and not
          otherwise defined herein shall have the respective meanings set forth
          in the Pooling and Servicing Agreement.
     1.

     2    NYLIFE SFD Holding Inc. is, as of the date hereof, the Master
          Administrator  under the Pooling and Servicing Agreement.

     3.   The undersigned is a Officer of the Master Administrator.

     4.   The date of this Report is May 18, 1998.

     5.   POOL FACTOR.

          (a)  The Pool Factor with respect to
               February 1, 1998 was. . . . . . . . . . . . . . . . . 0.10920269

          (b)  The Pool Factor with respect to
               April 30, 1998 was. . . . . . . . . . . . . . . . . . 0.08253477

     6.   INVESTOR AND SELLER CERTIFICATE PRINCIPAL BALANCE (BEGINNING OF DUE
          PERIOD).

          (a)  The Investor Certificate Principal 
               Balance as of February 1, 1998 
               (after giving effect to the disbursements
               in reduction of principal, if any,
               on the immediately preceding
               Distribution Date) was. . . . . . . . . . . . . $   1,118,126.36 
                                                                ---------------

<PAGE>


          (b)  The Seller Certificate Principal
               Balance as of February 1, 1998
               (after giving effect to the
               disbursements in reduction
               of principal, if any, on the
               immediately preceding Distribution 
               Date) was.. . . . . . . . . . . . . . . . . . . $      90,789.59 
                                                                ---------------

     7.   COMPUTATION OF THE AVAILABLE SUBORDINATION AMOUNT.

          (a)  The Maximum Subordination Amount
               in respect of such Distribution
               Date is . . . . . . . . . . . . . . . . . . . . $     831,078.15 
                                                                ---------------

          (b)  The Cumulative Subordination
               Payments with respect to such
               Distribution Date is . . . . . . . . . . . . .  $           -0-  
                                                                ---------------

          (c)  The Available Subordination Amount
               with respect to such Distribution
               Date [a - b] is . . . . . . . . . . . . . . . . $     831,078.15 
                                                                ---------------

     8.   THE CASH RESERVE ACCOUNT.

          (a)  The Required Cash Reserve Amount
               (assuming all withdrawals or deposits
               to be made with respect to the current
               Distribution Date are made) is . . . . . . . .  $      55,906.31
                                                                ---------------

          (b)  The Available Cash Reserve Amount
               available for deposit to the Collection
               Account on the related Deposit Date
               (prior to any withdrawals or deposits 
               to be made with respect to the current
               Distribution Date are made) is  . . . . . . . . $      68,637.55 
                                                                ---------------

          (c)  The amount to be deposited to
               (withdrawn from) the Available
               Cash Reserve Amount with respect
               to the current Distribution Date
               was. . . . . . . . . . . . . . . . . . . . . .  $    (12,731.24) 
                                                                ---------------

          (d)  The Available Cash Reserve Amount
               available for deposit to the Collection
               Account on the related Deposit Date
               (after any withdrawals or deposits to
               be made with respect to the current
               Distribution Date are made) is  . . . . . . . . $      55,906.31 
                                                                ---------------


<PAGE>

     9.   AGGREGATE MONTHLY SERVICING FEE.

          (a)  The aggregate Monthly Servicing Fee
               paid to the Servicer on the March 19,
               1998 Monthly Fee Date and the April 17,
               1998 Monthly Fee Date was . . . . . . . . . . . $      13,217.55 
                                                                ---------------

          (b)  The Monthly Servicing Fee owing
               to the Servicer on the related
               Distribution Date is  . . . . . . . . . . . . . $       9,052.36 
                                                                ---------------

          (c)  The total Monthly Servicing Fee paid
               or payable to the Servicer in respect
               of such Due Period [a+b] is . . . . . . . . . . $      22,269.91 
                                                                ---------------

     10.  AGGREGATE MONTHLY SUBROGATION AMOUNT.

          (a)  The aggregate Monthly Subrogation
               Amount paid to the Master
               Administrator on the March 19, 1998
               Monthly Fee Date and the April 17,
               1998 Monthly Fee Date was. . . . . . . . . . .  $          -0- 
                                                                ---------------

          (b)  The Monthly Subrogation Amount
               owing on the related Distribution
               Date is . . . . . . . . . . . . . . . . . . . . $          -0-   
                                                                ---------------

          (c)  The total Monthly Subrogation Amount
               paid or payable to the Master 
               Administrator in respect of such
               Due Period [a+b] is . . . . . . . . . . . . . . $          -0-   
                                                                ---------------

     11.  AGGREGATE MONTHLY ADMINISTRATOR FEE.

          (a)  The aggregate Monthly Administrator
               Fee paid to the Master Administrator
               on the March 19, 1998 Monthly
               Fee Date and the April 17, 1998
               Monthly Fee Date was  . . . . . . . . . . . . . $       4,618.74 
                                                                ---------------

          (b)  The Monthly Administrator Fee owing
               on the related Distribution Date is . . . . . . $       2,267.40 
                                                                ---------------

          (c)  The total Monthly Administrator Fee
               paid or payable to the Master Administrator
               in respect of such Due Period [a+b] is  . . . . $       6,886.14 
                                                                ---------------

<PAGE>

     12.  AVAILABLE FUNDS.

          (a)  The amount of Available Funds with 
               respect to the related Due Period was . . . . . $     338,779.56 
                                                                ---------------

          (b)  The amount of Available Funds with
               respect to the immediately preceding
               Due Period that were retained in the
               Collection Account was. . . . . . . . . . . . . $       9,493.72 
                                                                ---------------

          (c)  Interest earned on and retained in the
               Collection Account for the Due Period
               and interest earned on the Cash Reserve
               Account for the Due Period and 
               transferred to the Collection Account
               on the related Deposit Date was . . . . . . . . $       3,996.73 
                                                                ---------------

          (d)  Total distributable funds with
               respect to the related Due Period
               [a+b+c] was . . . . . . . . . . . . . . . . . . $     352,270.01 
                                                                ---------------

          (e)  The amount of Available Funds used
               to purchase additional Auto Loans during
               the related Due Period was  . . . . . . . . . . $         - 0 -  
                                                                ---------------

          (f)  The amount of Available Funds and
               interest earned on the Collection Account
               and the Cash Reserve Account used to pay
               the Monthly Servicing Fee and the Monthly
               Administrator Fee on the March 19,
               1998 Monthly Fee Date and the April
               17, 1998 Monthly Fee Date was . . . . . . . . . $      17,836.29 
                                                                ---------------

          (g)  The amount of Available Funds and
               interest earned on the Collection Account
               and the Cash Reserve Account remaining
               after the purchase of additional Auto
               Loans and the payment of the Monthly
               Servicing Fee and the Monthly
               Administrator Fee with respect to the
               related Due Period [d-e-f] is . . . . . . . . . $     334,433.72 
                                                                ---------------

<PAGE>

     13.  DISBURSEMENTS TO BE MADE ON THE RELATED DISTRIBUTION DATE.
               The Certificate Rate is 8.75%.

          (a)  The amount of the aggregate Monthly
               Servicing Fee to be paid to the
               Servicer on such Distribution Date
               is  . . . . . . . . . . . . . . . . . . . . . . $       9,052.36 
                                                                ---------------

          (b)  The amount of the aggregate Monthly
               Subrogation Amount to be paid to the
               Master Administrator on such
               Distribution Date is  . . . . . . . . . . . . . $          -0-   
                                                                ---------------

          (c)  The amount of the Monthly
               Administrator Fee to be paid to the
               Master Administrator on such
               Distribution Date is  . . . . . . . . . . . . . $       2,267.40 
                                                                ---------------

          (d)  The amount of the aggregate 
               distribution to be made on such 
               Distribution Date which constitutes
               interest on the Investor Certificates
               at the Certificate Rate, including 
               any Shortfall so allocable is . . . . . . . . . $      24,459.01 
                                                                ---------------

          (e)  The amount of the aggregate 
               distribution to be made on such
               Distribution Date which constitutes
               payments in reduction of principal
               with respect to the Investor 
               Certificates is . . . . . . . . . . . . . . . . $     273,052.86 
                                                                ---------------

          (f)  The total amount of the 
               distribution to be made on such 
               Distribution Date to the Investor
               Certificateholders [d+e] is . . . . . . . . . . $     297,511.87 
                                                                ---------------

          (g)  The amount of the aggregate 
               distribution to be made on such 
               Distribution Date which constitutes
               interest on the Seller Certificate 
               at the Certificate Rate is  . . . . . . . . . . $       1,986.02 
                                                                ---------------

          (h)  The amount of the aggregate 
               distribution to be made on such 
               Distribution Date which constitutes a
               reduction of principal with respect to
               the Seller Certificate is . . . . . . . . . . . $      12,479.51 
                                                                ---------------


<PAGE>

          (i)  The amount to be deposited(withdrawn) from
               the Cash Reserve Account is . . . . . . . . . . $     (12,731.24)
                                                                ---------------

          (j)  The amount to be retained in 
               the Collection Account with the 
               respect to the Partial Payment
               Amount is . . . . . . . . . . . . . . . . . . . $      11,136.56 
                                                                ---------------

          (k)  The amount to be disbursed to 
               the Seller Certificateholder 
               (other than the amounts referred
               to in clauses (g) and (h) is  . . . . . . . . . $      12,731.24 
                                                                ---------------

          (l)  The total amount of the 
               distribution to be made to the
               Seller Certificateholders [g+h+k] is. . . . . . $      27,196.77 
                                                                ---------------

     14.  INVESTOR AND SELLER CERTIFICATE PRINCIPAL BALANCE (END OF DUE PERIOD).

          (a)  The Investor Certificate Principal
               Balance as of April 30, 1998
               (after giving effect to the
               disbursements in reduction of
               principal, if any, made on the
               related Distribution Date) is . . . . . . . . . $     845,073.50 
                                                                ---------------

          (b)  The Seller Certificate Principal 
               Balance as of April 30, 1998
               (after giving effect to the
               disbursements in reduction 
               of principal, if any, on the 
               related Distribution Date) is . . . . . . . . . $      78,310.08 
                                                                ---------------

15.  EVENTS OF ADMINISTRATOR TERMINATION.

     No event has occurred and is continuing which constitutes an Event of 
     Administrator Termination or would constitute an Event of Administrator 
     Termination but for the requirement that notice be given or time elapse or
     both [except as disclosed on the attached Annex A.]


<PAGE>

          IN WITNESS WHEREOF, the undersigned has duly executed and delivered
this certificate this 18th day of May 1998.


                              NYLIFE SFD Holding INC.
                              as Master Administrator



                              By: /s/ Scott Drath
                                 -----------------------------
                                 Name: Scott Drath
                                 Title:  Vice President

<PAGE>

                                       ANNEX A
                                          TO
                             MASTER ADMINISTRATOR REPORT
                                  DATED May 18, 1998


                         EVENT OF ADMINISTRATOR TERMINATION


                                        None

<PAGE>


                                       ANNEX B
                                          TO
                             MASTER ADMINISTRATOR REPORT
                                  DATED May 18, 1998


          In addition to the information required by items 4-16 of the Master
Administrator Report the following information is to be included in the report
delivered to Investor Certificateholders pursuant to Section 7.05 of the Pooling
and Servicing Agreement:


     1.   AGGREGATE PRINCIPAL BALANCE OF THE AUTO LOANS.

          As of April 30, 1998 [the close of business on the last day of the Due
          Period]

<TABLE>
<CAPTION>


               Number of Days    Number of        Aggregate Principal
                   Delinquent    Auto Loans       Balance of Auto Loans
               --------------    ----------       ---------------------
               <S>               <C>              <C>
               current (0-29)        170             $   680,650
                    30 - 59           13                  56,364
                    60 - 89            6                  24,744
                   90 - 120            3                  16,762
                   over 120          141                 543,380
                                     ---             -----------
               Totals:               333             $ 1,321,900
</TABLE>

               Aggregate Principal Balance of Defaulted
               Auto Loans at April 30, 1998. . . . . . . . . .         (408,208)
                                                                ---------------

               Aggregate Principal Balance allocable
               to Certificateholders . . . . . . . . . . . . . $        913,692 
                                                                ---------------


<PAGE>

     2.   TOTAL AMOUNTS COLLECTED FOR THE DUE PERIOD
          AND DEPOSITED INTO THE COLLECTION ACCOUNT.

          (a)  The total amount of Payments collected on
               the Auto Loans and deposited into the
               Collection Account for the Due Period was . . . $     300,135.58 
                                                                ---------------

          (b)  The total amount of Recoveries on Defaulted
               Auto Loans collected on the Auto Loans and 
               deposited into the Collection Account for the 
               for the Due Period was. . . . . . . . . . . . . $      38,643.98 
                                                                ---------------

          (c)  The total amounts collected on the Auto Loans
               and deposited into the Collection Account for the
               Due Period was. . . . . . . . . . . . . . . . . $     338,779.56 
                                                                ---------------

<PAGE>

     3.   DEFAULTED AUTO LOANS.

          Auto Loans that became Defaulted Auto Loans during the Due Period:

               Number of           Aggregate Principal
               Auto Loans          Balance of Auto Loans
               ----------          ---------------------

                     9                  $47,871.99


     4.   THE INFORMATION SPECIFIED IN ITEM 13(d) THROUGH (f)
          STATED ON THE BASIS OF $1,000 INITIAL PRINCIPAL AMOUNT.
               The Certificate Rate is 8.75%.

         (a)   The amount of the aggregate distribution to
               be made on such Distribution Date which
               constitutes interest on the Investor Certificates
               at the Certificate Rate, including any
               Shortfall so allocable stated on the basis of
               $1,000 Initial Principal Amount is. . . . . . . $       2.388808 
                                                                ---------------

         (b)   The amount of the aggregate distribution
               to be made on such Distribution Date which
               constitutes payments in reduction of principal
               with respect to the Investor Certificate on the
               basis of $1,000 Initial Principal Amount is . . $      26.667923 
                                                                ---------------

         (c)   The total amount of the distribution to be
               made on such Distribution Date to the Investor
               Certificateholders on the basis of $1,000
               Initial Principal Amount is . . . . . . . . . . $      29.056731 
                                                                ---------------

<PAGE>

                                   SERVICER REPORT

                                  NAFCO AUTO TRUST 1

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

           FOR THE PERIOD BEGINNING MAY 1, 1998 AND ENDING MAY 31, 1998


     The undersigned, a duly authorized representative of Electronic Data
Systems Corporation as Servicer (the "Servicer"), pursuant to section 4.19 of
the Amended and Restated Pooling and Servicing Agreement (the "Pooling and
Servicing Agreement") dated as of August 1, 1994 by and among NAFCO Auto
Funding, L.P., as Seller, NAFCO Inc., as Master Administrator, the Servicer, and
Bankers Trust Company, as Trustee, does hereby certify as follows:

1    Capitalized terms used in this Servicer Report (and not otherwise defined
     otherwise defined herein) shall have the respective meanings set forth in
     the Pooling and Servicing Agreement.

2    Electronic Data Systems Corporation is, as the date hereof, the Servicer
     under the Pooling and Servicing Agreement.

3    The undersigned is an Officer of the Servicer.

4    This report is dated 6/12/98.

<TABLE>
<CAPTION>

4.1  Principal Reconciliation:
                                                  Number of Accounts    Aggregate Prin Balance
                                                  ------------------    ----------------------
<S>                                               <C>                   <C>
     Ending Balance 4/30/98                                230                 $913,691.75
     Principal Payments                                                        ($50,953.94)
     Prepayment of Principal                                -9                  ($5,813.43)
     Insurance Proceeds                                                              $0.00
     Redeemed Repos this Reporting Period                    0                       $0.00
     Force-Closed                                            0                      ($0.99)
     Net Aggregate Principal Balance of                                              $0.00
          Defaulted Auto Loans during 4/98                  -3                 ($13,929.31)
                                                  ------------------    ----------------------
                                                  ------------------    ----------------------
     Ending Balance 5/31/98                                218                 $842,994.08

<CAPTION>

4.12 Defaulted Principal Reconciliation
                                                  Number of Accounts    Aggregate Prin Balance
                                                  ------------------    ----------------------
<S>                                               <C>                   <C>
     Ending Balance 4/30/98                                103                 $408,207.93
     New Repossessions                                       3                  $13,929.31
     New Skips                                               0                       $0.00
     New Gap                                                 0                       $0.00
     New Repo Prev. Redeemed                                 0                       $0.00
     Recoveries on Defaulted Auto Loans                     -4                 ($28,413.60)
     Repos Redeemed During Reporting Period                  0                       $0.00
     Charge Off/Forced Close/Repurchased                     0                     ($10.10)
     New Repo Prev Reported as Skip                          0                       $0.00
                                                  ------------------    ----------------------
                                                  ------------------    ----------------------
     Ending Balance 5/31/98                                102                 $393,713.54

</TABLE>
                                      Page 1



<PAGE>

5    AGGREGATE PRINCIPAL BALANCE OF THE AUTO LOANS

  a. AS of 4/30/98
<TABLE>
<CAPTION>

            Number of Days         Number of       Aggregate Principal Balance
              Delinquent           Auto Loans              of Auto Loans
            ----------------       ----------      --------------------------
<S>                                <C>             <C>
            current (0 - 29)            170                     $680,649.76
                30 -  59                 13                      $56,364.22
                60 -  89                  6                      $24,743.65
                90 - 119                  3                      $16,762.37
                over 120                141                     $543,379.68
                                   ----------      --------------------------
                                   ----------      --------------------------
                  Totals:               333                   $1,321,899.68


</TABLE>


     Aggregate Outstanding Principal Balance
     of Defaulted Auto Loans as of 4/30/98                     ($408,207.93)
                                                   --------------------------

     Aggregate Principal Pool Balance as of 4/30/98
     (Net of Defaulted Auto Loans)                              $913,691.75
                                                   --------------------------
                                                   --------------------------

  b. AS of 5/31/98
<TABLE>
<CAPTION>

            Number of Days         Number of       Aggregate Principal Balance
              Delinquent           Auto Loans              of Auto Loans
            ----------------       ----------      --------------------------
<S>                                <C>             <C>
            current (0 - 29)            159                     $632,332.96
                30 -  59                 14                      $53,646.78
                60 -  89                  3                       $6,497.64
                90 - 119                  4                      $17,402.59
                over 120                140                     $526,827.65
                                   ----------      --------------------------
                                   ----------      --------------------------
                  Totals:               320                   $1,236,707.62

</TABLE>
     Aggregate Outstanding Principal Balance
     of Defaulted Auto Loans as of 5/31/98                     ($393,713.54)
                                                   --------------------------

     Aggregate Principal Pool Balance as of 5/31/98
     (Net of Defaulted Auto Loans)                              $842,994.08
                                                   --------------------------
                                                   --------------------------

                                      Page 2
<PAGE>

6.    DEFAULTED AUTO LOANS

  a.  Auto Loans that became Defaulted Auto Loans during the Reporting Period.

<TABLE>
<CAPTION>

     Number of                                    Aggregate Principal Balance
     Auto Loans                                          of Auto Loans
- --------------------                              ---------------------------
<S>                     <C>                       <C>
         3              Repossessions                              $13,929.31
         0              Skip Claim Filed                                $0.00
         0              Gap Claim Filed                                 $0.00
         0              Repo Redeemd now repo                           $0.00
         0              prev skip now repo                              $0.00
- --------------------                              ---------------------------
- --------------------                              ---------------------------
         3              Total                                      $13,929.31
</TABLE>

  b.  Outstanding Defaulted Auto Loans as of 5/31/98

<TABLE>
<CAPTION>

     Number of                                    Aggregate Principal Balance 
     Auto Loans                                          of Auto Loans        
- --------------------                              --------------------------- 
<S>                     <C>                       <C>                         
        91              Repossessions                              $316,165.62
         6              Skip Claims Filed                           $58,844.34
         2              Gap Claim Filed                                $747.11
         3              repo red from pr period                     $17,956.47
- --------------------                              --------------------------- 
- --------------------                              --------------------------- 
       102              Total                                      $393,713.54
</TABLE>

7.    AUTO LOANS WITH MODIFIED PAYMENT SCHEDULES

      Auto Loans that have had their payment schedules modified in accordance 
      with the provisions of Section 4.04(e) of the Pooling and Servicing 
      Agreement during the Reporting Period

<TABLE>
<CAPTION>

     Number of           Aggregate Principal
     Auto Loans         Balance of Auto Loans       Description of Modification
- -------------------   -------------------------   ------------------------------
<S>                   <C>                         <C>
         0                               $0.00         Term Extended 1 month
</TABLE>







                                    Page 3
<PAGE>

8.    REPURCHASED AUTO LOANS

      Information with respect to Repurchased Auto Loans during the Reporting 
      Period.

<TABLE>
<CAPTION>
                     Number of       Aggregate Principal Balance
     Party           Auto Loans             of Auto Loans            Aggregate Repurchase Price
- ---------------   ----------------   ---------------------------   ------------------------------
<S>               <C>                <C>                           <C>
Seller

Originator               0                                 $0.00                            $0.00

Master Servicer
                  ----------------   ---------------------------   ------------------------------
                  ----------------   ---------------------------   ------------------------------

Totals:                  0                                 $0.00                            $0.00
</TABLE>

9.    RECOVERIES

      Information with respect to Recoveries on Defaulted Auto Loans during 
      the Reporting Period.

<TABLE>
<CAPTION>

Number of Defaulted
Auto Loans on which
   there were                                          Aggregate Amount of
   Recoveries            Source of Recoveries                Recoveries
- -------------------    ------------------------    ---------------------------
<S>                    <C>                         <C>
        7              Proceeds from                                $13,500.00
                       sale of collateral

       N/A             Proceeds from                                $14,371.28
                       insurance claims

       N/A             Non-Cash insurance                                  N/A
                       deductible claims

       N/A             Paid Ahead/Behind                               $492.22

       N/A             Payments / (Reversals)                          $457.81

        0              Repurchases
- --------------------                               ---------------------------
- --------------------                               ---------------------------
        7                                                           $28,821.31
</TABLE>

10.   REPOSSESSION INFORMATION

<TABLE>
<CAPTION>
                     Number of       Aggregate Principal Balance
    Action           Auto Loans             of Auto Loans            Aggregate Amount Realized
- ---------------   ----------------   ---------------------------   -----------------------------
<S>               <C>                <C>                           <C>
Repossession             3                            $13,929.31

Disposed of after
Repossession *           7                                                            $13,500.00

Repossessions
Redeemed                 0                                 $0.00
                  ----------------   ---------------------------   -----------------------------
                  ----------------   ---------------------------   -----------------------------

Totals:                 10                            $13,929.31                      $13,500.00
</TABLE>


                                    Page 4
<PAGE>

<TABLE>
<CAPTION>

<S>                                                                                            <C>
11.   LOSSES

  a.  The aggregate outstanding Principal Balance of Auto Loans written-off
      during the Reporting Period was. . . . . . . . . . . . . . . . . . . . . . . . . . . .   $           $11.09
      [Force Closed = $11.09]                                                                  -----------------

  b.  The aggregate amount of uninsured claims (without duplication to
      amounts referred to in clause a) during the Reporting Period was . . . . . . . . . . .   $      N/A
                                                                                                -----------------

  c.  The total amount of the losses on the Auto Loans during the Reporting
      Period was . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $           $11.09
                                                                                                -----------------

12.   TOTAL AMOUNT OF PAYMENTS COLLECTED DURING THE REPORTING
      PERIOD AND DEPOSITED INTO THE COLLECTION ACCOUNT

  a.  The aggregate portion of Payments collected on the Auto Loans allocable
      to Scheduled Payments* in Respect of Interest on the Auto Loans during
      the Reporting Period was. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $       $12,540.30
                                                                                                -----------------

  b.  The aggregate portion of Payments collected on the Auto Loans allocable
      to Scheduled Payments in Respect of Principal on the Auto Loans during
      the Auto Loans during the Reporting Period was. . . . . . . . . . . . . . . . . . . . .  $       $50,953.94
                                                                                                -----------------

  c.  The aggregate portion of Payments collected on the Auto Loans allocable
      to Prepayments* during the Reporting Period was . . . . . . . . . . . . . . . . . . . .  $        $5,975.72
      [Prin $5813.43  Int $162.29]                                                              -----------------

  d.  Insurance Proceeds received on Active Auto Loans. . . . . . . . . . . . . . . . . . . .  $            $0.00
      [Prin $0.00  Int $0.00]                                                                   -----------------

  e.  The aggregate portion of Payments collected on the Auto Loans allocable
      to Defaulted Auto Loan proceeds during the Reporting Period was . . . . . . . . . . . .  $       $28,821.31
      [Prin $28413.60  Int 407.71]                                                               -----------------

  f.  The total amount of Payments collected on the Auto Loans and the total 
      deposited into the Collection Account during the Reporting Period
      (sum of a+b+c+d+e) was. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $       $98,291.27
                                                                                                -----------------

  g.  Total Late charges Received . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $        $1,142.25
                                                                                                -----------------

  h.  Extension Fees on Precomputed Auto Loans. . . . . . . . . . . . . . . . . . . . . . . .  $            $0.00
                                                                                                -----------------

  i.  Excess Funds on Paid-Off Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . .  $          $834.96
      108903119905030068 $186.89 108002110230000575 $98.00                                      -----------------
      108902119905020058 $550.07

  j.  Insurance Proceeds Excess Funds                                                          $            $0.00
                                                                                                -----------------

  k.  Total Cash Received . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $      $100,268.48
                                                                                                -----------------
                                                                                                -----------------

  l.  The aggregate portion of Insurance Deductible allocable to Defaulted
      Auto Loan proceeds during the Reporting Period was. . . . . . . . . . . . . . . . . . .  $            $0.00
      [prin $0.00  int $0.00]                                                                   -----------------

  m.  The aggregate portion of Insurance Deductible allocable to Active
      Auto Loan proceeds during the Reporting Period was. . . . . . . . . . . . . . . . . . .  $            $0.00
      [prin $0.00  int $0.00]                                                                   -----------------

                                   Page 5
<PAGE>

13.   AMOUNT AND COMPUTATION OF MONTHLY SERVICING FEE

  a.  The Reimbursable Servicer Expenses with respect to the calendar month
      immediately preceding the date of this Servicer Report was. . . . . . . . . . . . . . .  $        $7,480.50
                                                                                                -----------------

  b.  The Servicer Penalty Payments with respect to the period from and 
      including the calendar month immediately preceding the date of this
      Servicer Report was . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $          $571.13
                                                                                                -----------------

  c.  The Servicer Variable Amount with respect to the calendar month
      immediately preceding the date of this Servicer Report was. . . . . . . . . . . . . . .  $          $390.73
                                                                                                -----------------

  d.  The Monthly Servicing Fee owing to the Master Servicer with respect to
      the calendar month immediately preceding the date of this Servicer
      Report is [0.15% x the aggregate Principal Balance of the Auto Loans at
      the end of the immediately preceding calendar month]. . . . . . . . . . . . . . . . . .  $        $1,855.06
                                                                                                -----------------

  e.  The Monthly Servicing Fee, if any, owing with respect to calendar months
      prior to the immediately preceding calendar month is. . . . . . . . . . . . . . . . . .  $            $0.00
                                                                                                -----------------

  f.  The total amount owing to the Master Servicer on the next following 
      Monthly Fee Date is . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $       $10,297.42
                                                                                                -----------------

                                  Page 6
<PAGE>

14.   EVENTS OF SERVICING TERMINATION

      No event has occurred and is continuing which constitutes an Event of Servicing Termination or would
      constitute an Event of Servicing Termination but for the requirement that notice be given or time elapse or
      both [except as disclosed on the attached Annex A].

15.   ATTACHED SCHEDULES

      Reference is made to the attached schedules that detail Insurance Claims filed and loan balance reports
      that detail monthly amortization of unearned interest on Actuarial and Precomputed loans and earned interest
      and interest accruals on Simple interest loans.

To the best of our knowledge all information contained on this Servicer Report and the attached schedules is accurate.
In Witness Whereof, the undersigned has duly executed and delivered this certificate this day, June 12, 1998.


                                                            Electronic Data Systems Corporation, FAMS
                                                            as Servicer




                                                            By:  /s/ Patricia A. Moppett
                                                               ----------------------------------

                                                            Name: Patricia A. Moppett
                                                            Senior Manager, Electronic Data Systems Corporation
                                                            Financial Asset Management Services
</TABLE>



                                   Page 7
<PAGE>

                                   SERVICER REPORT

                                 NAFCO AUTO TRUST - 1

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

            FOR THE PERIOD BEGINNING JUNE 1, 1998 AND ENDING JUNE 30, 1998

     The undersigned, a duly authorized representative of Electronic Data
Systems Corporation as Servicer (the "Servicer"), pursuant to section 4.19 of
the Amended and Restated Pooling and Servicing Agreement (the "Pooling and
Servicing Agreement") dated as of August 1, 1994 by and among NAFCO Auto
Funding, L.P., as Seller, NAFCO Inc., as Master Administrator, the Servicer, and
Bankers Trust Company, as Trustee, does hereby certify as follows:

1.   Capitalized terms used in this Servicer Report (and not otherwise defined
     otherwise defined herein) shall have the respective meanings set forth in
     the Pooling and Servicing Agreement.

2.   Electronic Data Systems Corporation is, as the date hereof, the Servicer
     under the Pooling and Servicing Agreement.

3.   The undersigned is an Officer of the Servicer.

4.   This report is dated 7/12/98.

4.1  Principal Reconcilliation:

<TABLE>
<CAPTION>

                                              Number of Accounts   Aggregate Prin Balance
                                              ------------------   ----------------------
     <S>                                      <C>                  <C>
     Ending Balance 5/31/98                             218                 $842,994.08
     Principal Payments                                                     ($45,981.69)
     Prepayment of Principal                            -12                 ($18,576.47)
     Insurance Proceeds                                                      ($1,668.60)
     Redeemed Repos this Reporting Period                 0                       $0.00
     Force-Closed                                        -1                      ($6.38)
     Net Aggregate Principal Balance of                                           $0.00
        Defaulted Auto Loans during 6/98                  0                       $0.00
                                              ------------------   ----------------------
                                              ------------------   ----------------------

     Ending Balance 6/30/98                             205                 $776,760.94

</TABLE>

4.12 Defaulted Principal Reconcilliation

<TABLE>
<CAPTION>

                                              Number of Accounts   Aggregate Prin Balance
                                              ------------------   ----------------------
     <S>                                      <C>                  <C>
     Ending Balance 5/31/98                             102                 $393,713.54
     New Repossessions                                    0                       $0.00
     New Skips                                            0                       $0.00
     New Gap                                              0                       $0.00
     New Repo Prev. Redeemed                              0                       $0.00
     Recoveries on Defaulted Auto Loans                  -1                 ($22,883.32)
     Repos Redeemed During Reporting Period               0                       $0.00
     Charge Off/Forced Close/Repurchased                 -1                  ($3,691.74)
     New Repo Prev Reported as Skip                       0                       $0.00
                                              ------------------   ----------------------
                                              ------------------   ----------------------

     Ending Balance 6/30/98                             100                 $367,138.48

</TABLE>


                                        Page 1

<PAGE>

5.   AGGREGATE PRINCIPAL BALANCE OF THE AUTO LOANS

  a. AS of 6/31/98

<TABLE>
<CAPTION>

     Number of Days             Number of          Aggregate Principal Balance
       Delinquent               Auto Loans                of Auto Loans
     --------------             ----------         ----------------------------
     <S>                        <C>                <C>
     current (0-29)                 159                            $632,332.96
           30-59                     14                             $53,646.78
           60-89                      3                              $6,497.64
          90-119                      4                             $17,402.59
        over 120                    140                            $526,827.65
                                ----------         ----------------------------
                                ----------         ----------------------------

          Totals:                   320                          $1,236,707.82

    Aggregate Outstanding Principal Balance
    of Defaulted Auto Loans as of 5/31/98                         ($393,713.54)
                                                   ----------------------------

    Aggregate Principal Pool Balance as of 5/31/98
    (Net of Defaulted Auto Loans)                                  $842,994.08
                                                   ----------------------------
                                                   ----------------------------

</TABLE>

  b. AS of 6/30/98

<TABLE>
<CAPTION>

     Number of Days             Number of          Aggregate Principal Balance
       Delinquent               Auto Loans                of Auto Loans
     --------------             ----------         ----------------------------
     <S>                        <C>                <C>
     current (0-29)                 145                            $550,080.77
           30-59                     16                             $75,856.48
           60-89                      2                                $802.78
          90-119                      2                              $3,305.05
        over 120                    140                            $513,854.34
                                ----------         ----------------------------
                                ----------         ----------------------------

          Totals:                   305                          $1,143,899.42

     Aggregate Outstanding Principal Balance
     of Defaulted Auto Loans as of 6/30/98                        ($367,138.48)
                                                   ----------------------------

     Aggregate Principal Pool Balance as of 6/30/98
     (Net of Defaulted Auto Loans)                                 $776,760.94
                                                   ----------------------------
                                                   ----------------------------

</TABLE>


                                        Page 2

<PAGE>

6.   DEFAULTED AUTO LOANS

  a. Auto Loans that became Defaulted Auto Loans during the Reporting Period.

<TABLE>
<CAPTION>

        Number of                                   Aggregate Principal Balance
       Auto Loans                                          of Auto Loans
       ----------                                   ---------------------------
       <S>               <C>                        <C>
             0           Repossessions                                   $0.00
             0           Skip Claim Filed                                $0.00
             0           Gap Claim Filed                                 $0.00
             0           Repo Redeemed now repo                          $0.00
             0           prev skip now repo                              $0.00
       ----------                                   ---------------------------
       ----------                                   ---------------------------

             0           Total                                           $0.00
</TABLE>

  b. Outstanding Defaulted Auto Loans as of 6/30/98

<TABLE>
<CAPTION>

        Number of                                   Aggregate Principal Balance
       Auto Loans                                          of Auto Loans
       ----------                                   ---------------------------
       <S>               <C>                        <C>
            89           Repossessions                             $290,045.52
             6           Skip Claims Filed                          $58,844.34
             2           Gap Claim Filed                               $747.11
             3           repo red from pr period                    $17,501.51
       ----------                                   ---------------------------
       ----------                                   ---------------------------

            100          Total                                     $367,138.48
</TABLE>

7.   AUTO LOANS WITH MODIFIED PAYMENT SCHEDULES

     Auto Loans that have had their payment schedules modified in accordance 
     with the provisions of Section 4.04 (e) of the Pooling and Servicing 
     Agreement during the Reporting Period.

<TABLE>
<CAPTION>

        Number of          Aggregate Principal
       Auto Loans         Balance of Auto Loans     Description of Modification
       ----------         ---------------------     ---------------------------
       <S>                <C>                       <C>
            1                         $3,729.20        Term Extended 1 month
</TABLE>

                                        Page 3
<PAGE>

8.   REPURCHASED AUTO LOANS

     Information with respect to Repurchased Auto Loans during the Reporting
     Period.

<TABLE>
<CAPTION>
                            Number of         Aggregate Principal Balance 
     Party                  Auto Loans               of Auto Loans             Aggregate Repurchase Price
     -----                  ----------        ---------------------------      --------------------------
     <S>                    <C>               <C>                              <C>
     Seller                      

     Originator                 0                                 $0.00                           $0.00

     Master Servicer            
                            ----------        ---------------------------      --------------------------
                            ----------        ---------------------------      --------------------------

     Totals:                     0                                $0.00                           $0.00
</TABLE>

9.   RECOVERIES

     Information with respect to Recoveries on Defaulted Auto Loans during the
     Reporting Period.

<TABLE>
<CAPTION>

      Number of Defaulted
      Auto Loans on which
          there were                                      Aggregate Amount of
          Recoveries          Source of Recoveries             Recoveries
      -------------------     --------------------        ---------------------
      <S>                     <C>                         <C>
             5                Proceeds from                          $8,700.00
                              sale of collateral

            N/A               Proceeds from                         $14,271.70
                              insurance claims

            N/A               Non-Cash insurance                           N/A
                              deductible claims

            N/A               Paid Ahead/Behind                        $463.49

            N/A               Payments/(Reversals)                    ($627.04)

             0                Repurchases
      -------------------                                 ---------------------
      -------------------                                 ---------------------

             5                                                      $22,808.15
</TABLE>

10.  REPOSSESSION INFORMATION

<TABLE>
<CAPTION>
                             Number of        Aggregate Principal Balance
        Action               Auto Loans             of Auto Loans               Aggregate Amount Realized
     ------------            ----------       ---------------------------       -------------------------
     <S>                     <C>              <C>                               <C>
     Repossession                0                                 $0.00

     Disposed of after
     Repossession *              5                                                             $8,700.00

     Repossessions
     Redeemed                    0                                 $0.00
                             ----------       ---------------------------       -------------------------
                             ----------       ---------------------------       -------------------------

     Totals:                      5                                $0.00                          $8,700
</TABLE>
                                        Page 4
<PAGE>

<TABLE>
<CAPTION>

11.   LOSSES
<S>                                                                                            <C>
  a.  The aggregate outstanding Principal Balance of Auto Loans written-off
      during the Reporting Period was. . . . . . . . . . . . . . . . . . . . . . . . . . . .   $        $3,698.12
      [Force Closed = -$0.57]                                                                   -----------------

  b.  The aggregate amount of uninsured claims (without duplication to
      amounts referred to in clause a) during the Reporting Period was . . . . . . . . . . .   $        N/A
                                                                                                -----------------
  c.  The total amount of the losses on the Auto Loans during the Reporting
      Period was . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $        $3,698.12
                                                                                                -----------------
12.   TOTAL AMOUNT OF PAYMENTS COLLECTED DURING THE REPORTING
      PERIOD AND DEPOSITED INTO THE COLLECTION ACCOUNT 

  a.  The aggregate portion of Payments collected on the Auto Loans allocable
      to Scheduled Payments* in Respect of Interest on the Auto Loans during
      the Reporting Period was . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $       $11,229.32
                                                                                                -----------------
  b.  The aggregate portion of Payments collected on the Auto Loans allocable
      to Scheduled Payments in Respect of Principal on the Auto Loans during
      the Auto Loans during the Reporting Period was . . . . . . . . . . . . . . . . . . . .   $       $45,981.69
                                                                                                -----------------
  c.  The aggregate portion of Payments collected on the Auto Loans allocable
      to Prepayments* during the Reporting Period was. . . . . . . . . . . . . . . . . . . .   $       $20,087.54
      [Prin  $18576.47   Int  $1511.07]                                                         -----------------

  d.  Insurance Proceeds received on Active Auto Loans . . . . . . . . . . . . . . . . . . .   $        $1,668.60
      [Prin  $1668.60  Int  $0.00]                                                              -----------------

  e.  The aggregate portion of Payments collected on the Auto Loans allocable
      to Defaulted Auto Loan proceeds during the Reporting Period was. . . . . . . . . . . .   $       $22,808.15
      [Prin..$22883.32  Int..$-75.17]                                                           -----------------

  f.  The total amount of Payments collected on the Auto Loans and the total
      deposited into the Collection Account during the Reporting Period
      (sum of a+b+c+d+e) was . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $      $101,775.30
                                                                                                -----------------

  g.  Total Late charges Recieved. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $        $1,300.25
                                                                                                -----------------

  h.  Extension Fees on Precomputed Auto Loans . . . . . . . . . . . . . . . . . . . . . . .   $           $23.13
                                                                                                -----------------

  i.  Excess Funds on Paid-Off Accounts. . . . . . . . . . . . . . . . . . . . . . . . . . .   $        $3,990.24
      108-901-11-9906-323281  $1399.14; 108-001-11-0105-00043  $414.32                          -----------------
      108-901-11-9935-030814  -$95.56, 108-901-11-9935-010901  $295.00; 108-901-11-9935-010901  $780.00;
      108-902-11-9905-020033  $852.70; 108-901-11-9936-03081  $338.64;

  j.  Insurance Proceeds Excess Funds                                                          $        $6,760.91
      108-901-11-9935-030917  $1884.84; 108-901-11-9906-323042  $1987.84;                       -----------------
      108-002-11 0206-000080  $1521.96; 108-003-11-0305-001312  $1386.27
  k.  Total Cash Recieved. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $      $113,849.83
                                                                                                -----------------
                                                                                                -----------------

  l.  The aggregate portion of Insurance Deductible allocable to Defaulted
      Auto Loan proceeds during the Reporting Periond was. . . . . . . . . . . . . . . . . .   $       ($6,760.91)
      [prin  -$6760.91   int  $0.00]                                                             -----------------
      108-901-11-9935-030917  -$1884.84; 108-901-11-9906-323042  -$1987.84;
      108-002-11-0206-000080  -$1521.96; 108-003-11-0305-001312  -$1366.27

  m.  The aggregate portion of Insurance Deductible allocable to Active
      Auto Loan proceeds during the Reporting Period was . . . . . . . . . . . . . . . . . .   $            $0.00
      [prin  $0.00   int  $0.00]                                                                -----------------
</TABLE>

                                     Page 5
<PAGE>

<TABLE>
<CAPTION>
<S>                                                                                            <C>
13.   AMOUNT AND COMPUTATION OF MONTHLY SERVICING FEE.

  a.  The Reimbursable Servicer Expenses with respect to the calendar month
      immediately preceding the date of this Servicer Report was . . . . . . . . . . . . . .   $        $5,783.08
                                                                                                -----------------

  b.  The Servicer Penalty Payments with respect to the period from and
      including the calendar month immediately preceding the date of this
      Servicer Report was. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $          $650.13
                                                                                                -----------------

  c.  The Servicer Variable Amount with respect to the calendar month
      immediately preceding the date of this Servicer Report was . . . . . . . . . . . . . .   $          $302.12
                                                                                                -----------------

  d.  The Monthly Servicing Fee owing to the Master Servicer with respect to
      the calendar month immediately preceding the date of this Servicer
      Report is [0.15% x the aggregate Principal Balance of the Auto Loans at
      the end of the immediately preceding calendar month] . . . . . . . . . . . . . . . . .   $        $1,715.85
                                                                                                -----------------

  e.  The Monthly Servicing Fee, if any, owing with respect to calendar months
      prior to the immediately preceding calendar month is . . . . . . . . . . . . . . . . .   $            $0.00
                                                                                                -----------------

  f.  The total amount owing to the Master Servicer on the next following
      Monthly Fee Date is. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $        $8,451.18
                                                                                                -----------------
</TABLE>


                                     Page 6
<PAGE>

14.   EVENTS OF SERVICING TERMINATION

      No event has occurred and is continuing which constitutes an Event of 
      Servicing Termination or would constitute an Event of Servicing 
      Termination but for the requirement that notice be given or time elapse 
      or both [except as disclosed on the attached Annex A].

15.   ATTACHED SCHEDULES

      Reference is made to the attached schedules that detail Insurance Claims 
      filed and loan balance reports that detail monthly amortization of 
      unearned interest on Actuarial and Precomputed loans and earned interest 
      and interest accruals on Simple interest loans.



To the best of our knowledge all information contained on this Servicer Report 
and the attached schedules is accurate.  In Witness Whereof, the undersigned 
has duly executed and delivered this certificate this day, July 12, 1998.


                             Electronic Data Systems Corporation, FAMS
                             as Servicer



                             By: /s/ P. A. Moppett
                                 -------------------------------------

                             Name: Patricia A. Moppett
                             Senior Manager, Electronic Data Systems Corporation
                             Financial Asset Management Services


                                     Page 7

<PAGE>

                             MASTER ADMINISTRATOR REPORT

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

                                NAFCO AUTO TRUST - 2

                        For the May 20, 1998 Distribution Date

                      For the period beginning on April 1, 1998
                   and ending on April 30, 1998 (the "Due Period")

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

     The undersigned, a duly authorized officer of NYLIFE SFD Holding Inc., as
Master Administrator (the "Master Administrator"), pursuant to Section 5.11 of
the Amended and Restated Pooling and Servicing Agreement (the "Pooling and
Servicing Agreement") dated as of June 1, 1995, by and among Auto Funding II,
L.P., as Seller, the Master Administrator, Electronic Data Systems Corporation,
as Servicer and Bankers Trust Company, as Trustee, does hereby certify as
follows:

     1.   Capitalized terms used in this Master Administrator Report and not
otherwise defined herein shall have the respective meanings set forth in the
Pooling and Servicing Agreement.

     2.   NYLIFE SFD Holding Inc. is, as of the date hereof, the Master
Administrator under the Pooling and Servicing Agreement.

     3.   The undersigned is an Officer of the Master Administrator.

     4.   The date of this Report is May 18, 1998.

     5.   POOL FACTOR.

          (a)  The Pool Factor with respect to
               April 1, 1998 was . . . . . . . . . . . . . . . .      .21272000
                                                                 --------------

          (b)  The Pool Factor with respect to
               April 30, 1998 was. . . . . . . . . . . . . . . .      .19949278
                                                                 --------------

     6.   INVESTOR AND SELLER CERTIFICATE PRINCIPAL BALANCE (BEGINNING OF DUE
          PERIOD).

          (a)  The Investor Certificate Principal
               Balance as of April 1, 1998
               (after giving effect to the disbursements
               in reduction of principal, if any,
               on the immediately preceding
               Distribution Date) was. . . . . . . . . . . . . . $ 7,913,822.32
                                                                 --------------


1
<PAGE>


          (b)  The Seller Certificate Principal
               Balance as of April 1, 1998 (after
               giving effect to the disbursements
               in reduction of principal, if any, on
               the immediately preceding Distribution
               Date) was . . . . . . . . . . . . . . . . . . . . $   879,313.59
                                                                 --------------

     7.   OCCURRENCE OF A REQUIRED RESERVE EVENT

          (a)  The Delinquency Ratio is. . . . . . . . . . . . .          1.63%
                                                                 --------------

          (b)  The Three Month Delinquency Ratio is. . . . . . .          1.20%
                                                                 --------------

          (c)  The Gross Loss Ratio is . . . . . . . . . . . . .         17.55%
                                                                 --------------

          (d)  The Three Month Gross Loss Ratio is . . . . . . .        *19.42%
                                                                 --------------

          (e)  The percentage of eligible claims on the
               ALPI policy not paid in a timely manner
               is(*) . . . . . . . . . . . . . . . . . . . . . .        *46.38%
                                                                 --------------

          (f)  The Required Reserve Percentage is. . . . . . . .         10.00%
                                                                 --------------

          (g)  *Indicates which Required Reserve Event has occured.

          SEE ANNEX C.1 FOR RATIO CALCULATIONS


(*) The percentage of claims on the ALPI policy not paid in a timely manner
includes $385,751.13 of claims which are currently in dispute.  Such disputed
claims represent 27.6% of all eligible claims.

     8.   AGGREGATE MONTHLY SERVICING FEE.

          (a)  The Monthly Servicing Fee owing
               to the Servicer on the related
               Distribution Date is. . . . . . . . . . . . . . . $    61,814.31
                                                                 --------------

          (b)  The amount of accrued and unpaid
               Monthly Servicing Fees in respect of
               prior Due Periods is. . . . . . . . . . . . . . . $       -0-
                                                                 --------------

          (c)  The total Monthly Servicing Fee paid
               or payable to the Servicer in respect
               of such Due Period [a+b] is . . . . . . . . . . . $    61,814.31
                                                                 --------------


2
<PAGE>

     9.   AGGREGATE MONTHLY SUBROGATION AMOUNT.

          (a)  The Monthly Subrogation Amount
               owing on the related Distribution
               Date is . . . . . . . . . . . . . . . . . . . . . $       -0-
                                                                 --------------

          (b)  The amount of accrued and unpaid Monthly
               Subrogation Amount in respect of prior
               Due Periods is. . . . . . . . . . . . . . . . . . $       -0-
                                                                 --------------

          (c)  The total Monthly Subrogation Amount
               paid or payable to the Master Administrator
               in respect of such Due Period [a+b] is. . . . . . $       -0-
                                                                 --------------

     10.  AGGREGATE MONTHLY ADMINISTRATOR FEE.

          (a)  The Monthly Administrator Fee owing
               on the related Distribution Date is . . . . . . . $    12,315.94
                                                                 --------------

          (b)  The amount of accrued and unpaid
               Monthly Administrator Fees in respect
               of prior Due Periods is . . . . . . . . . . . . . $       -0-
                                                                 --------------

          (c)  The total Monthly Administrator Fee
               paid or payable to the Master Administrator
               in respect of such Due Period [a+b] is. . . . . . $    12,315.94
                                                                 --------------

     11.  THE CASH RESERVE ACCOUNT.

          (a)  The Insurance Reserve Amount/The Insurance
               Deductible

               (i)    The Insurance Reserve Amount as
                      of the first day of the Due Period . . . . $    89,907.25
                                                                 --------------

               (ii)   The aggregate amount to be withdrawn
                      from the Insurance Reserve Amount,
                      deposited into the Collection Account
                      and applied against the aggregate
                      amount of the Insurance Deductible . . . . $    19,561.06
                                                                 --------------

               (iii)  The aggregate Insurance Deductible
                      deposited by the Seller into the Cash
                      Reserve Account with respect to Auto
                      Loans acquired . . . . . . . . . . . . . . $        0
                                                                 --------------

               (iv)   The Insurance Reserve Amount as of
                      the end of the Due Period is . . . . . . . $    70,346.19
                                                                 --------------


3
<PAGE>

          (b)  The Available Cash Reserve Amount

               (i)    The Required Cash Reserve Amount
                      (assuming all withdrawals or deposits to
                      be made with respect to the current
                      Distribution Date are made) is . . . . . . $   791,382.23
                                                                 --------------

               (ii)   The Available Cash Reserve Amount
                      available for deposit to the Collection
                      Account on the related Deposit Date
                      (prior to any withdrawals or deposits
                      to be made with respect to the current
                      Distribution Date are made) is . . . . . . $   856,205.48
                                                                 --------------

               (iii)  The amount to be deposited to
                      (withdrawn from) the Available Cash
                      Reserve Amount with respect to the
                      current Distribution Date is . . . . . . . $  (64,823.25)
                                                                 --------------

               (iv)   The Available Cash Reserve Amount
                      available for deposit to the Collection
                      Account on the related Deposit Date
                      (after any withdrawals or deposits to be
                      made with respect to the current
                      Distribution Date are made) is . . . . . . $   791,382.23
                                                                 --------------

          (c)  The total Cash Reserve Account as of the
               end of the Due Period (after giving effect
               to the deposits and withdrawals in (a) and
               (b) above) is . . . . . . . . . . . . . . . . . . $   861,728.42
                                                                 --------------


     12.  AVAILABLE FUNDS.

          (a)  The amount of Available Funds with
               respect to the related Due Period was . . . . . . $   692,310.66
                                                                 --------------

          (b)  The amount of Available Funds with
               respect to the immediately preceding
               Due Period that were retained in the
               Collection Account was. . . . . . . . . . . . . . $    80,472.02
                                                                 --------------


4
<PAGE>

          (c)  Interest earned on and retained in the
               Collection Account for the Due Period
               and interest earned on the Cash Reserve
               Account and transferred to the Collection
               Account for the Due Period on the
               related Deposit Date was. . . . . . . . . . . . . $     8,322.29
                                                                 --------------

          (d)  Total distributable funds with respect
               to the related Due Period [a+b+c] was . . . . . . $   781,104.97
                                                                 --------------

          (e)  The amount of Available Funds used
               to purchase additional Auto Loans during
               the related Due Period was  . . . . . . . . . . . $       -0-
                                                                 --------------

          (f)  The amount of Available Funds and
               interest earned on the Collection
               Account remaining after the purchase
               of additional Auto Loans with respect
               to the related Due Period [d-e] is. . . . . . . . $   781,104.97
                                                                 --------------

     13.  DISBURSEMENTS TO BE MADE ON THE RELATED DISTRIBUTION DATE.
               The Certificate Rate is 7.00%.

          (a)  The amount of the aggregate Monthly
               Servicing Fee to be paid to the Servicer
               on such Distribution Date is. . . . . . . . . . . $    61,814.31
                                                                 --------------

          (b)  The amount of the aggregate Monthly
               Subrogation Amount to be paid to the
               Master Administrator on such
               Distribution date is. . . . . . . . . . . . . . . $       -0-
                                                                 --------------

          (c)  The amount of the Monthly Administrator
               Fee to be paid to the Master Administrator
               on such Distribution Date is. . . . . . . . . . . $    12,315.94
                                                                 --------------

          (d)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes interest on the Investor
               Certificates at the Certificate Rate,
               including any Shortfall so allocable is . . . . . $    46,163.96
                                                                 --------------

          (e)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes payments in
               reduction of principal with respect
               to the Investor Certificates is . . . . . . . . . $   492,092.36
                                                                 --------------


5
<PAGE>

          (f)  The total amount of the distribution
               to be made on such Distribution Date
               to the Investor Certificateholders [d+e] is . . . $   538,256.32
                                                                 --------------

          (g)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes interest on the Seller
               Certificate at the Certificate Rate is. . . . . . $     5,129.33
                                                                 --------------

          (h)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes a reduction of principal
               with respect to the Seller Certificate is . . . . $    54,676.93
                                                                 --------------

          (i)  The amount to be deposited (withdrawn) to
               the Cash Reserve Account is . . . . . . . . . . . $  (64,823.25)
                                                                 --------------

          (j)  The amount to be retained in the
               Collection Account with respect to
               the Partial Payment Amount is . . . . . . . . . . $    73,146.64
                                                                 --------------

          (k)  The amount to be disbursed to the
               Seller Certificateholder (other than the
               amounts referred to in (g) and (h)) is. . . . . . $   100,588.75
                                                                 --------------

          (l)  The total amount of the
               distribution to be made to the
               Seller Certificateholders [g+h+k] is. . . . . . . $   160,395.01
                                                                 --------------

     14.  INVESTOR AND SELLER CERTIFICATE PRINCIPAL BALANCE (END OF DUE PERIOD).

          (a)  The Investor Certificate Principal Balance
               as of April 30, 1998 (after giving
               effect to the disbursements in reduction
               of principal, if any, on the immediately
               preceding Distribution Date) was. . . . . . . . . $ 7,421,729.96
                                                                 --------------

          (b)  The Seller Certificate Principal
               Balance as of April 30, 1998 (after
               giving effect to the disbursements in
               reduction of principal, if any, on the
               related Distribution Date) was. . . . . . . . . . $   824,636.66
                                                                 --------------


6
<PAGE>

     15.  EVENTS OF ADMINISTRATOR TERMINATION.
          No event has occurred and is continuing which constitutes an
          Event of Administrator Termination or would constitute an
          Event of Administrator Termination but for the requirement
          that notice be given or time elapse or both [except as disclosed
          on the attached Annex A].





7
<PAGE>


          IN WITNESS WHEREOF, the undersigned has duly executed and delivered
this certificate this 18th day of May 1998.


                                               NYLIFE SFD Holding INC.
                                               as Master Administrator



                                               By:  /s/Scott Drath
                                                  ----------------

                                               Name:   Scott Drath

                                               Title:  Vice President




8
<PAGE>






                                       ANNEX A
                                          TO
                             MASTER ADMINISTRATOR REPORT
                                  DATED May 18, 1998


EVENT OF MASTER ADMINISTRATOR TERMINATION

None







9
<PAGE>

                                       ANNEX B
                                          TO
                             MASTER ADMINISTRATOR REPORT
                                  DATED May 18, 1998


     In addition to the information required by items 4-16 of the Master
Administrator Report the following information is to be included in the report
delivered to Investor Certificateholders pursuant to Section 7.05 of the Pooling
and Servicing Agreement:


     1.        AGGREGATE PRINCIPAL BALANCE OF THE AUTO LOANS.

               As of April 30, 1998 [the close of business on the last day of 
          the Due Period]

<TABLE>
<CAPTION>

     Number of Days         Number of                   Aggregate Principal
     Delinquent             Auto Loans                 Balance of Auto Loans
     --------------         ----------                 ---------------------
<S>                         <C>                        <C>

     current (0-29)              1,073                           $ 6,720,353
     30 - 59                        94                               644,480
     60 - 89                        26                               192,560
     90 - 120                       25                               185,877
     over 120                      654                             3,661,327
                            ----------                 ---------------------

     Totals:                     1,872                           $11,404,597
                            ----------                 ---------------------
                            ----------                 ---------------------

</TABLE>

     Aggregate Principal Balance of Defaulted
     Auto Loans at April 30, 1998. . . . . . . . . . . . . . . .  (3,158,230)
                                                                 -----------
 
     Aggregate Principal Balance allocable
     to Certificateholders . . . . . . . . . . . . . . . . . . . $ 8,246,367
                                                                 -----------
                                                                 -----------


10
<PAGE>

     2.   TOTAL AMOUNTS COLLECTED DURING THE DUE
          PERIOD AND DEPOSITED INTO THE COLLECTION ACCOUNT.

          (a)  The total amount of Payments collected
               on the Auto Loans and deposited into the
               Collection Account for the Due Period was . . . . $   567,110.99
                                                                 --------------

          (b)  The total amount of Recoveries on
               Defaulted Auto Loans collected on the
               Auto Loans and deposited into the
               Collection Account for the Due Period was . . . . $   112,963.99
                                                                 --------------

          (c)  The total amounts collected on the Auto
               Loans and deposited into the Collection
               Account for the Due Period was [a+b]. . . . . . . $   680,074.98
                                                                 --------------


11
<PAGE>

     3.   DEFAULTED AUTO LOANS.

     Auto Loans that became Defaulted Auto Loans during the Due Period:

<TABLE>
<CAPTION>

          Number of        Aggregate Principal
          Auto Loans       Balance of Auto Loans
          ----------       ---------------------
          <S>              <C>
              27            $200,159.51

</TABLE>

     4.   THE INFORMATION SPECIFIED IN ITEM 13(d) THROUGH (f)
          STATED ON THE BASIS OF $1,000 INITIAL PRINCIPAL AMOUNT.
          The Certificate Rate is 7%.

          (a)  The amount of the aggregate distribution to
               be made on such Distribution Date which
               constitutes interest on the Investor Certificates
               at the Certificate Rate, including any
               Shortfall so allocable stated on the basis of
               $1,000 Initial Principal Amount is  . . . . . . . $     1.240867
                                                                 --------------

          (b)  The amount of the aggregate distribution
               to be made on such Distribution Date which
               constitutes payments in reduction of principal
               with respect to the Investor Certificate on the
               basis of $1,000 Initial Principal Amount is . . . $    13.227223
                                                                 --------------

          (c)  The total amount of the distribution to be
               made on such Distribution Date to the Investor
               Certificateholders on the basis of $1,000
               Initial Principal Amount is . . . . . . . . . . . $    14.468090
                                                                 --------------


12
<PAGE>

                                    ANNEX C
                                       TO
                           MASTER ADMINISTRATOR REPORT
                               DATED May 18, 1998

     Calculation of Required Cash Reserve Amount as of the May 20, 1998
Distribution Date.

     (i)   The Investor Certificate Principal Balance equals $7,913,822.32.

     (ii)  Required Reserve Percentage equals 10%.

     (iii) The Required Cash Reserve Amount equals (the product of (i) and (ii))
           $791,382.23.

     For purposes of this Annex C, the following term shall have the following
meaning:

     "REQUIRED RESERVE PERCENTAGE" MEANS:

     (a)  for any Payment Date on which there is not an uncured
          Reserve Requirement Event, 5%;

     (b)  if the Three-Month Delinquency Ratio for any Due Period
          exceeds 4% (a "Three Month Delinquency Test"), the
          Required Reserve Percentage on each succeeding Payment
          Date shall be 10%; provided, however, that if, for any Due
          Period following the third Due Period following the
          occurrence of a Three Month Delinquency Test, the Three


13
<PAGE>

     Month Delinquency Ratio is less than 4% (a "Three Month
     Delinquency Cure"), the provisions of this clause (b) shall
     no longer apply until another Three Month Delinquency Test
     occurs:

     (c)  if the Delinquency Ratio for any Due Period exceeds 6% (a
          "Delinquency Test"), the Required Reserve Percentage on each
          succeeding Payment Date shall be 10%; provided, however, that
          if, for any Due Period following the third Due Period following
          the occurrence of the less than 6% (a "Delinquency Cure"), the
          provisions of this clause (c) shall no longer apply until another
          Delinquency Test occurs;

     (d)  if the Gross Loss Ratio for any Due Period exceeds 18%
          (a "Loss Test"), the Required Reserve Percentage on each
          succeeding Payment Date shall be 10%; provided, however,
          that if, for any Due Period following the third Due Period
          following the occurrence of the Loss Test, the Three Month
          Gross Ratio is less than 18% (a "Loss Cure"), the provisions
          of this clause (d) shall no longer apply until another Test occurs;

     (e)  if the Three-Month Gross Loss Ratio for any Due Period exceeds
          14.5% (a "Three Month Loss Test"), the Required Reserve
          Percentage on each succeeding Payment Date shall be 10%;
          provided however, that if, for any Due Period following the


14
<PAGE>

          occurrence of a Three Month Loss Test, the Three Month
          Gross Loss Ratio is less than 14.5% (a "Three Month
          Loss Cure"), the provisions of this clause (e) shall no
          longer apply until another Three Month Loss Test
          occurs; and

     (f)  if 20% of more of eligible claims of the Auto Loans
          Protection Policy are not paid by the Insurance Companies
          within the time specified therein, the Required Reserve
          Percentage on each succeeding Payment Date shall
          be 10% as of the close of business on the last day
          of the preceding Due Period.


15
<PAGE>

<TABLE>
<CAPTION>

                                      ANNEX C.1



1.        DELINQUENCY RATIO:                                                                  RATIOS
                                                                                              ------
<S>                                                                                           <C>
               April Principal Balance 60+days (net)   =              185,951.34   =           1.63%
        --------------------------------------------           -----------------
                 April Aggregate Principal Balance                 11,404,596.54


2.        THREE MONTH DELIQUENCY RATIO:

          Sum of February - April Principal Balances
                   Balances 60+ days (net)             =              431,433.91   =           1.20%
        --------------------------------------------           -----------------
          Sum of February - April Principal Balances               35,979,203.52


3.        GROSS LOSS RATIO:

          Tweleve times the:
              April Principal Balance of Defaulted
                    Auto Loans repossessed             =              166,764.79   =          17.55%
        --------------------------------------------           -----------------
              April Aggregate Principal Balance                    11,404,596.54


4.        THREE MONTH GROSS LOSS RATIO:

          Twelve times the:
          Sum of February - April Principal Balances
               of Defaulted Auto Loans repossessed   =                582,350.68   =          19.42%
        --------------------------------------------           -----------------
          Sum of February - April Principal Balances               35,979,203.52


5.        ALPI CLAIMS PAYMENT TEST:

                Aggregate Principal Balance of
             ALPI Claims not paid within timeframe   =                648,578.23   =          46.38%
        --------------------------------------------           -----------------
             Principal Balance of Eligible Claims                   1,398,525.87
</TABLE>


16
<PAGE>


                             MASTER ADMINISTRATOR REPORT

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

                                NAFCO AUTO TRUST - 2

                       For the June 22, 1998 Distribution Date

                       For the period beginning on May 1, 1998
                    and ending on May 31, 1998 (the "Due Period")

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

     The undersigned, a duly authorized officer of NYLIFE SFD Holding Inc., as
Master Administrator (the "Master Administrator"), pursuant to Section 5.11 of
the Amended and Restated Pooling and Servicing Agreement (the "Pooling and
Servicing Agreement") dated as of June 1, 1995, by and among Auto Funding II,
L.P., as Seller, the Master Administrator, Electronic Data Systems Corporation,
as Servicer and Bankers Trust Company, as Trustee, does hereby certify as
follows:

     1.        Capitalized terms used in this Master Administrator Report and
          not otherwise defined herein shall have the respective meanings set
          forth in the Pooling and Servicing Agreement.

     2.        NYLIFE SFD Holding Inc. is, as of the date hereof, the Master
          Administrator under the Pooling and Servicing Agreement.

     3.        The undersigned is an Officer of the Master Administrator.

     4.        The date of this Report is June  18, 1998.

     5.   POOL FACTOR.

          (a)  The Pool Factor with respect to
               May 1, 1998 was . . . . . . . . . . . . . . . . .      .19949278
                                                                 --------------

          (b)  The Pool Factor with respect to
               May 31, 1998 was. . . . . . . . . . . . . . . . .      .18681989
                                                                 --------------

     6.   INVESTOR AND SELLER CERTIFICATE PRINCIPAL BALANCE (BEGINNING OF DUE
          PERIOD).

          (a)  The Investor Certificate Principal
               Balance as of May 1, 1998
               (after giving effect to the disbursements
               in reduction of principal, if any,
               on the immediately preceding
               Distribution Date) was. . . . . . . . . . . . . . $ 7,421,729.96
                                                                 --------------


1
<PAGE>

          (b)  The Seller Certificate Principal
               Balance as of May 1, 1998 (after
               giving effect to the disbursements
               in reduction of principal, if any, on
               the immediately preceding Distribution
               Date) was . . . . . . . . . . . . . . . . . . . . $   824,636.66
                                                                 --------------

     7.   OCCURRENCE OF A REQUIRED RESERVE EVENT

          (a)  The Delinquency Ratio is. . . . . . . . . . . . .          1.74%
                                                                 --------------

          (b)  The Three Month Delinquency Ratio is. . . . . . .          1.43%
                                                                 --------------

          (c)  The Gross Loss Ratio is . . . . . . . . . . . . .         14.21%
                                                                 --------------

          (d)  The Three Month Gross Loss Ratio is . . . . . . .        *16.50%
                                                                 --------------

          (e)  The percentage of eligible claims on the
               ALPI policy not paid in a timely manner
               is(*) . . . . . . . . . . . . . . . . . . . . . .        *46.29%
                                                                 --------------

          (f)  The Required Reserve Percentage is. . . . . . . .         10.00%
                                                                 --------------

          (g)  *Indicates which Required Reserve Event has occured.

          SEE ANNEX C.1 FOR RATIO CALCULATIONS


(*) The percentage of claims on the ALPI policy not paid in a timely manner
includes $355,498.44 of claims which are currently in dispute.  Such disputed
claims represent 24.36% of all eligible claims.

     8.   AGGREGATE MONTHLY SERVICING FEE.

          (a)  The Monthly Servicing Fee owing
               to the Servicer on the related
               Distribution Date is. . . . . . . . . . . . . . . $    59,862.27
                                                                 --------------

          (b)  The amount of accrued and unpaid
               Monthly Servicing Fees in respect of
               prior Due Periods is. . . . . . . . . . . . . . . $       -0-
                                                                 --------------

          (c)  The total Monthly Servicing Fee paid
               or payable to the Servicer in respect
               of such Due Period [a+b] is . . . . . . . . . . . $    59,862.27
                                                                 --------------


2
<PAGE>

     9.   AGGREGATE MONTHLY SUBROGATION AMOUNT.

          (a)  The Monthly Subrogation Amount
               owing on the related Distribution
               Date is . . . . . . . . . . . . . . . . . . . . . $       -0-
                                                                 --------------

          (b)  The amount of accrued and unpaid Monthly
               Subrogation Amount in respect of prior
               Due Periods is. . . . . . . . . . . . . . . . . . $       -0-
                                                                 --------------

          (c)  The total Monthly Subrogation Amount
               paid or payable to the Master Administrator
               in respect of such Due Period [a+b] is. . . . . . $       -0-
                                                                 --------------

     10.  AGGREGATE MONTHLY ADMINISTRATOR FEE.

          (a)  The Monthly Administrator Fee owing
               on the related Distribution Date is . . . . . . . $    12,716.69
                                                                 --------------

          (b)  The amount of accrued and unpaid
               Monthly Administrator Fees in respect
               of prior Due Periods is . . . . . . . . . . . . . $       -0-
                                                                 --------------
          (c)  The total Monthly Administrator Fee
               paid or payable to the Master Administrator
               in respect of such Due Period [a+b] is. . . . . . $    12,716.69
                                                                 --------------

     11.  THE CASH RESERVE ACCOUNT.

          (a)  The Insurance Reserve Amount/The Insurance
               Deductible

               (i)    The Insurance Reserve Amount as
                      of the first day of the Due Period . . . . $    70,346.19
                                                                 --------------

               (ii)   The aggregate amount to be withdrawn
                      from the Insurance Reserve Amount,
                      deposited into the Collection Account
                      and applied against the aggregate
                      amount of the Insurance Deductible . . . . $    20,022.80
                                                                 --------------

               (iii)  The aggregate Insurance Deductible
                      deposited by the Seller into the Cash
                      Reserve Account with respect to Auto
                      Loans acquired . . . . . . . . . . . . . . $         0
                                                                 --------------

               (iv)   The Insurance Reserve Amount as of
                      the end of the Due Period is . . . . . . . $    50,323.39
                                                                 --------------


3
<PAGE>

          (b)  The Available Cash Reserve Amount

               (i)    The Required Cash Reserve Amount
                      (assuming all withdrawals or deposits to
                      be made with respect to the current
                      Distribution Date are made) is . . . . . . $   742,173.00
                                                                 --------------

               (ii)   The Available Cash Reserve Amount
                      available for deposit to the Collection
                      Account on the related Deposit Date
                      (prior to any withdrawals or deposits
                      to be made with respect to the current
                      Distribution Date are made) is . . . . . . $   791,382.23
                                                                 --------------

               (iii)  The amount to be deposited to
                      (withdrawn from) the Available Cash
                      Reserve Amount with respect to the
                      current Distribution Date is . . . . . . . $  (49,209.23)
                                                                 --------------

               (iv)   The Available Cash Reserve Amount
                      available for deposit to the Collection
                      Account on the related Deposit Date
                      (after any withdrawals or deposits to be
                      made with respect to the current
                      Distribution Date are made) is . . . . . . $   742,173.00
                                                                 --------------

          (c)  The total Cash Reserve Account as of the
               end of the Due Period (after giving effect
               to the deposits and withdrawals in (a) and
               (b) above) is . . . . . . . . . . . . . . . . . . $  792,496.39
                                                                 --------------


     12.  AVAILABLE FUNDS.

          (a)  The amount of Available Funds with
               respect to the related Due Period was . . . . . . $  806,868.66
                                                                 --------------

          (b)  The amount of Available Funds with
               respect to the immediately preceding
               Due Period that were retained in the
               Collection Account was. . . . . . . . . . . . . . $    73,146.64
                                                                 --------------


4
<PAGE>

          (c)  Interest earned on and retained in the
               Collection Account for the Due Period
               and interest earned on the Cash Reserve
               Account and transferred to the Collection
               Account for the Due Period on the
               related Deposit Date was. . . . . . . . . . . . . $     7,550.26
                                                                 --------------

          (d)  Total distributable funds with respect
               to the related Due Period [a+b+c] was . . . . . . $   887,565.56
                                                                 --------------

          (e)  The amount of Available Funds used
               to purchase additional Auto Loans during
               the related Due Period was. . . . . . . . . . . . $       -0-
                                                                 --------------

          (f)  The amount of Available Funds and
               interest earned on the Collection
               Account remaining after the purchase
               of additional Auto Loans with respect
               to the related Due Period [d-e] is. . . . . . . . $   887,565.56
                                                                 --------------

     13.  DISBURSEMENTS TO BE MADE ON THE RELATED DISTRIBUTION DATE.
               The Certificate Rate is 7.00%.

          (a)  The amount of the aggregate Monthly
               Servicing Fee to be paid to the Servicer
               on such Distribution Date is. . . . . . . . . . . $    59,862.27
                                                                 --------------

          (b)  The amount of the aggregate Monthly
               Subrogation Amount to be paid to the
               Master Administrator on such
               Distribution date is. . . . . . . . . . . . . . . $       -0-
                                                                 --------------

          (c)  The amount of the Monthly Administrator
               Fee to be paid to the Master Administrator
               on such Distribution Date is. . . . . . . . . . . $    12,716.69
                                                                 --------------

          (d)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes interest on the Investor
               Certificates at the Certificate Rate,
               including any Shortfall so allocable is . . . . . $    43,293.42
                                                                 --------------

          (e)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes payments in
               reduction of principal with respect
               to the Investor Certificates is . . . . . . . . . $   471,469.56
                                                                 --------------


5
<PAGE>

          (f)  The total amount of the distribution
               to be made on such Distribution Date
               to the Investor Certificateholders [d+e] is . . . $   514,762.98
                                                                 --------------

          (g)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes interest on the Seller
               Certificate at the Certificate Rate is. . . . . . $     4,810.38
                                                                 --------------

          (h)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes a reduction of principal
               with respect to the Seller Certificate is . . . . $    52,385.50
                                                                 --------------

          (i)  The amount to be deposited (withdrawn) to
               the Cash Reserve Account is . . . . . . . . . . . $   (49,209.23)
                                                                 --------------

          (j)  The amount to be retained in the
               Collection Account with respect to
               the Partial Payment Amount is . . . . . . . . . . $    77,479.05
                                                                 --------------

          (k)  The amount to be disbursed to the
               Seller Certificateholder (other than the
               amounts referred to in (g) and (h)) is. . . . . . $   214,757.92
                                                                 --------------

          (l)  The total amount of the
               distribution to be made to the
               Seller Certificateholders [g+h+k] is. . . . . . . $   271,953.80
                                                                 --------------

     14.  INVESTOR AND SELLER CERTIFICATE PRINCIPAL BALANCE (END OF DUE PERIOD).

          (a)  The Investor Certificate Principal Balance
               as of May 31, 1998 (after giving
               effect to the disbursements in reduction
               of principal, if any, on the immediately
               preceding Distribution Date) was  . . . . . . . . $ 6,950,260.40
                                                                 --------------

          (b)  The Seller Certificate Principal
               Balance as of May 31, 1998 (after
               giving effect to the disbursements in
               reduction of principal, if any, on the
               related Distribution Date) was. . . . . . . . . . $   772,251.16
                                                                 --------------


6
<PAGE>

     15.  EVENTS OF ADMINISTRATOR TERMINATION.
          No event has occurred and is continuing which constitutes an
          Event of Administrator Termination or would constitute an
          Event of Administrator Termination but for the requirement
          that notice be given or time elapse or both [except as disclosed
          on the attached Annex A].






7
<PAGE>

          IN WITNESS WHEREOF, the undersigned has duly executed and delivered
this certificate this 18th day of June 1998.


                                               NYLIFE SFD Holding INC.
                                               as Master Administrator



                                               By: /s/ Scott Drath
                                                  ----------------
                                               Name:     Scott Drath

                                               Title:    Vice President



8
<PAGE>

                                       ANNEX A
                                          TO
                             MASTER ADMINISTRATOR REPORT
                                 DATED June 18, 1998


EVENT OF MASTER ADMINISTRATOR TERMINATION
None







9
<PAGE>

                                       ANNEX B
                                          TO
                             MASTER ADMINISTRATOR REPORT
                                 DATED June 18, 1998


     In addition to the information required by items 4-16 of the Master
Administrator Report the following information is to be included in the report
delivered to Investor Certificateholders pursuant to Section 7.05 of the Pooling
and Servicing Agreement:


     1.   AGGREGATE PRINCIPAL BALANCE OF THE AUTO LOANS.

        As of May 31, 1998 [the close of business on the last day of the Due
        Period]

<TABLE>
<CAPTION>

     Number of Days         Number of                  Aggregate Principal
     Delinquent             Auto Loans                Balance of Auto Loans
     --------------         ----------                ---------------------
<S>                         <C>                       <C>
     current (0-29)              1,031                           $6,242,368
     30 - 59                        93                              622,464
     60 - 89                        27                              180,280
     90 - 120                       20                              130,269
     over 120                      656                            3,580,391
                            ----------                ---------------------

     Totals:                     1,827                          $10,755,772
                            ----------                ---------------------
                            ----------                ---------------------

</TABLE>

     Aggregate Principal Balance of Defaulted
     Auto Loans at May 31, 1998. . . . . . . . . . . . . . . . . (3,033,260)
                                                                 ----------

     Aggregate Principal Balance allocable
     to Certificateholders . . . . . . . . . . . . . . . . . . . $7,722,512
                                                                 ----------
                                                                 ----------


10
<PAGE>

     2.   TOTAL AMOUNTS COLLECTED DURING THE DUE
          PERIOD AND DEPOSITED INTO THE COLLECTION ACCOUNT.

          (a)  The total amount of Payments collected
               on the Auto Loans and deposited into the
               Collection Account for the Due Period was . . . . $   570,739.58
                                                                 --------------

          (b)  The total amount of Recoveries on
               Defaulted Auto Loans collected on the
               Auto Loans and deposited into the
               Collection Account for the Due Period was . . . . $   211,773.87
                                                                 --------------

          (c)  The total amounts collected on the Auto
               Loans and deposited into the Collection
               Account for the Due Period was [a+b]. . . . . . . $   782,513.45
                                                                 --------------


11
<PAGE>

     3.   DEFAULTED AUTO LOANS.

     Auto Loans that became Defaulted Auto Loans during the Due Period:

<TABLE>
<CAPTION>

          Number of        Aggregate Principal
          Auto Loans       Balance of Auto Loans
          ----------       ---------------------
          <S>              <C>
              14            $91,262.27

</TABLE>

     4.   THE INFORMATION SPECIFIED IN ITEM 13(d) THROUGH (f)
          STATED ON THE BASIS OF $1,000 INITIAL PRINCIPAL AMOUNT.
          The Certificate Rate is 7%.

         (a)   The amount of the aggregate distribution to
               be made on such Distribution Date which
               constitutes interest on the Investor Certificates
               at the Certificate Rate, including any
               Shortfall so allocable stated on the basis of
               $1,000 Initial Principal Amount is  . . . . . . . $    1.163708
                                                                 --------------

         (b)   The amount of the aggregate distribution
               to be made on such Distribution Date which
               constitutes payments in reduction of principal
               with respect to the Investor Certificate on the
               basis of $1,000 Initial Principal Amount is . . . $    12.672891
                                                                 --------------

         (c)   The total amount of the distribution to be
               made on such Distribution Date to the Investor
               Certificateholders on the basis of $1,000
               Initial Principal Amount is . . . . . . . . . . . $    13.836599
                                                                 --------------


12
<PAGE>

ANNEX C
TO
MASTER ADMINISTRATOR REPORT
DATED June 18, 1998

     Calculation of Required Cash Reserve Amount as of the June 22, 1998
Distribution Date.

     (i)   The Investor Certificate Principal Balance equals $7,421,729.96.

     (ii)  Required Reserve Percentage equals 10%.

     (iii) The Required Cash Reserve Amount equals (the product of (i) and (ii))

          $742,173.00.

     For purposes of this Annex C, the following term shall have the following
meaning:

     "REQUIRED RESERVE PERCENTAGE" MEANS:

     (a)
     for any Payment Date on which there is not an uncured
     Reserve Requirement Event, 5%;

     (b)
     if the Three-Month Delinquency Ratio for any Due Period
     exceeds 4% (a "Three Month Delinquency Test"), the
     Required Reserve Percentage on each succeeding Payment
     Date shall be 10%; provided, however, that if, for any Due
     Period following the third Due Period following the
     occurrence of a Three Month Delinquency Test, the Three


13
<PAGE>

     Month Delinquency Ratio is less than 4% (a "Three Month
     Delinquency Cure"), the provisions of this clause (b) shall
     no longer apply until another Three Month Delinquency Test
     occurs:

     (c)
     if the Delinquency Ratio for any Due Period exceeds 6% (a
     "Delinquency Test"), the Required Reserve Percentage on each
     succeeding Payment Date shall be 10%; provided, however, that
     if, for any Due Period following the third Due Period following
     the occurrence of the less than 6% (a "Delinquency Cure"), the
     provisions of this clause (c) shall no longer apply until another
     Delinquency Test occurs;

     (d)
     if the Gross Loss Ratio for any Due Period exceeds 18%
     (a "Loss Test"), the Required Reserve Percentage on each
     succeeding Payment Date shall be 10%; provided, however,
     that if, for any Due Period following the third Due Period
     following the occurrence of the Loss Test, the Three Month
     Gross Ratio is less than 18% (a "Loss Cure"), the provisions
     of this clause (d) shall no longer apply until another Test occurs;

     (e)
     if the Three-Month Gross Loss Ratio for any Due Period exceeds
     14.5% (a "Three Month Loss Test"), the Required Reserve
     Percentage on each succeeding Payment Date shall be 10%;
     provided however, that if, for any Due Period following the


14
<PAGE>

     occurrence of a Three Month Loss Test, the Three Month
     Gross Loss Ratio is less than 14.5% (a "Three Month
     Loss Cure"), the provisions of this clause (e) shall no
     longer apply until another Three Month Loss Test
     occurs; and

     (f)
     if 20% of more of eligible claims of the Auto Loans
     Protection Policy are not paid by the Insurance Companies
     within the time specified therein, the Required Reserve
     Percentage on each succeeding Payment Date shall
     be 10% as of the close of business on the last day
     of the preceding Due Period.


15
<PAGE>

<TABLE>
<CAPTION>

                                      ANNEX C.1


1.   DELINQUENCY RATIO:                                                                        RATIOS
                                                                                               ------
<S>                                                                                            <C>
               May Principal Balance 60+ days (net)    =              186,910.98   =           1.74%
        --------------------------------------------            ----------------
                 May Aggregate Principal Balance                   10,755,771.55


2.        THREE MONTH DELINQUENCY RATIO:

            Sum of March - May Principal Balances
                     Balances 60+ days (net)           =              486,951.22   =           1.43%
        --------------------------------------------            ----------------
            Sum of March - May Principal Balances                  34,008,265.43


3.        GROSS LOSS RATIO:

          Twelve times the:
              May Principal Balance of Defaulted
                    Auto Loans repossessed             =              127,332.44   =          14.21%
        --------------------------------------------            ----------------
              May Aggregate Principal Balance                      10,755,771.55


4.        THREE MONTH GROSS LOSS RATIO:

          Twelve times the:
            Sum of March - May Principal Balances
               of Defaulted Auto Loans repossessed     =              467,616.07   =          16.50%
        --------------------------------------------            ----------------
            Sum of March - May Principal Balances                  34,008,265.43


5.        ALPI CLAIMS PAYMENT TEST:

                Aggregate Principal Balance of
             ALPI Claims not paid within timeframe   =                675,516.47   =          46.29%
        --------------------------------------------            ----------------
             Principal Balance of Eligible Claims                   1,459,268.68
</TABLE>


16
<PAGE>


                             MASTER ADMINISTRATOR REPORT

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

                                NAFCO AUTO TRUST - 2

                       For the July 20, 1998 Distribution Date

                       For the period beginning on June 1, 1998
                    and ending on June 30, 1998 (the "Due Period")

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

     The undersigned, a duly authorized officer of NYLIFE SFD Holding Inc., as
Master Administrator (the "Master Administrator"), pursuant to Section 5.11 of
the Amended and Restated Pooling and Servicing Agreement (the "Pooling and
Servicing Agreement") dated as of June 1, 1995, by and among Auto Funding II,
L.P., as Seller, the Master Administrator, Electronic Data Systems Corporation,
as Servicer and Bankers Trust Company, as Trustee, does hereby certify as
follows:

     1.        Capitalized terms used in this Master Administrator Report and
          not otherwise defined herein shall have the respective meanings set
          forth in the Pooling and Servicing Agreement.

     2.        NYLIFE SFD Holding Inc. is, as of the date hereof, the Master
          Administrator under the Pooling and Servicing Agreement.

     3.        The undersigned is an Officer of the Master Administrator.

     4.        The date of this Report is July 15, 1998.

     5.   POOL FACTOR.

          (a)  The Pool Factor with respect to
               June 1, 1998 was. . . . . . . . . . . . . . . . .      .18681989
                                                                 --------------

          (b)  The Pool Factor with respect to
               June 30, 1998 was . . . . . . . . . . . . . . . .      .17327343
                                                                 --------------

     6.   INVESTOR AND SELLER CERTIFICATE PRINCIPAL BALANCE (BEGINNING OF DUE
          PERIOD).

          (a)  The Investor Certificate Principal
               Balance as of June 1, 1998
               (after giving effect to the disbursements
               in reduction of principal, if any,
               on the immediately preceding
               Distribution Date) was. . . . . . . . . . . . . . $6,950,260.40
                                                                 --------------


1
<PAGE>

          (b)  The Seller Certificate Principal
               Balance as of June 1, 1998 (after
               giving effect to the disbursements
               in reduction of principal, if any, on
               the immediately preceding Distribution
               Date) was . . . . . . . . . . . . . . . . . . . . $   772,251.16
                                                                 --------------

     7.   OCCURRENCE OF A REQUIRED RESERVE EVENT

          (a)  The Delinquency Ratio is. . . . . . . . . . . . .          0.21%
                                                                 --------------

          (b)  The Three Month Delinquency Ratio is. . . . . . .          1.22%
                                                                 --------------

          (c)  The Gross Loss Ratio is . . . . . . . . . . . . .         15.73%
                                                                 --------------

          (d)  The Three Month Gross Loss Ratio is . . . . . . .        *15.86%
                                                                 --------------

          (e)  The percentage of eligible claims on the
               ALPI policy not paid in a timely manner
               is(*) . . . . . . . . . . . . . . . . . . . . . .        *45.81%
                                                                 --------------

          (f)  The Required Reserve Percentage is. . . . . . . .         10.00%
                                                                 --------------

          (g)  *Indicates which Required Reserve Event has occured.

          SEE ANNEX C.1 FOR RATIO CALCULATIONS


(*) The percentage of claims on the ALPI policy not paid in a timely manner
includes $333,519.02 of claims which are currently in dispute.  Such disputed
claims represent 21.81% of all eligible claims.

     8.   AGGREGATE MONTHLY SERVICING FEE.

          (a)  The Monthly Servicing Fee owing
               to the Servicer on the related
               Distribution Date is. . . . . . . . . . . . . . . $    52,916.90
                                                                 --------------

          (b)  The amount of accrued and unpaid
               Monthly Servicing Fees in respect of
               prior Due Periods is. . . . . . . . . . . . . . . $       -0-
                                                                 --------------

          (c)  The total Monthly Servicing Fee paid
               or payable to the Servicer in respect
               of such Due Period [a+b] is . . . . . . . . . . . $    52,916.90
                                                                 --------------


2
<PAGE>

     9.   AGGREGATE MONTHLY SUBROGATION AMOUNT.

          (a)  The Monthly Subrogation Amount
               owing on the related Distribution
               Date is . . . . . . . . . . . . . . . . . . . . . $       -0-
                                                                 --------------

          (b)  The amount of accrued and unpaid Monthly
               Subrogation Amount in respect of prior
               Due Periods is. . . . . . . . . . . . . . . . . . $       -0-
                                                                 --------------

          (c)  The total Monthly Subrogation Amount
               paid or payable to the Master Administrator
               in respect of such Due Period [a+b] is. . . . . . $       -0-
                                                                 --------------

     10.  AGGREGATE MONTHLY ADMINISTRATOR FEE.

          (a)  The Monthly Administrator Fee owing
               on the related Distribution Date is . . . . . . . $    11,409.48
                                                                 --------------

          (b)  The amount of accrued and unpaid
               Monthly Administrator Fees in respect
               of prior Due Periods is . . . . . . . . . . . . . $       -0-
                                                                 --------------

          (c)  The total Monthly Administrator Fee
               paid or payable to the Master Administrator
               in respect of such Due Period [a+b] is. . . . . . $    11,409.48
                                                                 --------------

     11.  THE CASH RESERVE ACCOUNT.

          (a)  The Insurance Reserve Amount/The Insurance
               Deductible

               (i)    The Insurance Reserve Amount as
                      of the first day of the Due Period . . . . $    50,323.39
                                                                 --------------

               (ii)   The aggregate amount to be withdrawn
                      from the Insurance Reserve Amount,
                      deposited into the Collection Account
                      and applied against the aggregate
                      amount of the Insurance Deductible . . . . $    29,686.04
                                                                 --------------

               (iii)  The aggregate Insurance Deductible
                      deposited by the Seller into the Cash
                      Reserve Account with respect to Auto
                      Loans acquired . . . . . . . . . . . . . . $       -0-
                                                                 --------------

               (iv)   The Insurance Reserve Amount as of
                      the end of the Due Period
                      is . . . . . . . . . . . . . . . . . . . . $    20,637.35
                                                                 --------------


3
<PAGE>

          (b)  The Available Cash Reserve Amount

               (i)    The Required Cash Reserve Amount
                      (assuming all withdrawals or deposits to
                      be made with respect to the current
                      Distribution Date are made) is . . . . . . $   695,026.04
                                                                 --------------

               (ii)   The Available Cash Reserve Amount
                      available for deposit to the Collection
                      Account on the related Deposit Date
                      (prior to any withdrawals or deposits
                      to be made with respect to the current
                      Distribution Date are made) is. . . . . .  $   742,173.00
                                                                 --------------

               (iii)  The amount to be deposited to
                      (withdrawn from) the Available Cash
                      Reserve Amount with respect to the
                      current Distribution Date is . . . . . . . $  (47,146.96)
                                                                 --------------

               (iv)   The Available Cash Reserve Amount
                      available for deposit to the Collection
                      Account on the related Deposit Date
                      (after any withdrawals or deposits to be
                      made with respect to the current
                      Distribution Date are made) is . . . . . . $   695,026.04
                                                                 --------------

          (c)  The total Cash Reserve Account as of the
               end of the Due Period (after giving effect
               to the deposits and withdrawals in (a) and
               (b) above) is . . . . . . . . . . . . . . . . . . $   715,663.39
                                                                 --------------


     12.  AVAILABLE FUNDS.

          (a)  The amount of Available Funds with
               respect to the related Due Period was . . . . . . $   774,890.33
                                                                 --------------

          (b)  The amount of Available Funds with
               respect to the immediately preceding
               Due Period that were retained in the
               Collection Account was. . . . . . . . . . . . . . $    77,479.05
                                                                 --------------

          (c)  Interest earned on and retained in the
               Collection Account for the Due Period


4
<PAGE>



               and interest earned on the Cash Reserve
               Account and transferred to the Collection
               Account for the Due Period on the
               related Deposit Date was. . . . . . . . . . . . . $     7,362.21
                                                                 --------------

          (d)  Total distributable funds with respect
               to the related Due Period [a+b+c] was . . . . . . $   859,731.59
                                                                 --------------

          (e)  The amount of Available Funds used
               to purchase additional Auto Loans during
               the related Due Period was. . . . . . . . . . . . $        -0-
                                                                 --------------

          (f)  The amount of Available Funds and
               interest earned on the Collection
               Account remaining after the purchase
               of additional Auto Loans with respect
               to the related Due Period [d-e] is  . . . . . . . $   859,731.59
                                                                 --------------

     13.  DISBURSEMENTS TO BE MADE ON THE RELATED DISTRIBUTION DATE.
               The Certificate Rate is 7.00%.

          (a)  The amount of the aggregate Monthly
               Servicing Fee to be paid to the Servicer
               on such Distribution Date is. . . . . . . . . . . $    52,916.90
                                                                 --------------

          (b)  The amount of the aggregate Monthly
               Subrogation Amount to be paid to the
               Master Administrator on such
               Distribution date is. . . . . . . . . . . . . . . $       -0-
                                                                 --------------

          (c)  The amount of the Monthly Administrator
               Fee to be paid to the Master Administrator
               on such Distribution Date is. . . . . . . . . . . $    11,409.48
                                                                 --------------

          (d)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes interest on the Investor
               Certificates at the Certificate Rate,
               including any Shortfall so allocable is . . . . . $    40,543.19
                                                                 --------------

          (e)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes payments in
               reduction of principal with respect
               to the Investor Certificates is . . . . . . . . . $   503,968.85
                                                                 --------------


5
<PAGE>

          (f)  The total amount of the distribution
               to be made on such Distribution Date
               to the Investor Certificateholders [d+e] is . . . $   544,512.04
                                                                 --------------

          (g)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes interest on the Seller
               Certificate at the Certificate Rate is. . . . . . $     4,504.80
                                                                 --------------

          (h)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes a reduction of principal
               with respect to the Seller Certificate is . . . . $    55,996.54
                                                                 --------------

          (i)  The amount to be deposited (withdrawn) to
               the Cash Reserve Account is . . . . . . . . . . . $  (47,146.96)
                                                                 --------------

          (j)  The amount to be retained in the
               Collection Account with respect to
               the Partial Payment Amount is . . . . . . . . . . $    73,709.03
                                                                 --------------

          (k)  The amount to be disbursed to the
               Seller Certificateholder (other than the
               amounts referred to in (g) and (h)) is. . . . . . $   163,829.76
                                                                 --------------

          (l)  The total amount of the
               distribution to be made to the
               Seller Certificateholders [g+h+k] is. . . . . . . $   224,331.10
                                                                 --------------

     14.  INVESTOR AND SELLER CERTIFICATE PRINCIPAL BALANCE (END OF DUE PERIOD).

          (a)  The Investor Certificate Principal Balance
               as of June 30, 1998 (after giving
               effect to the disbursements in reduction
               of principal, if any, on the immediately
               preceding Distribution Date) was. . . . . . . . . $ 6,446,291.55
                                                                 --------------

          (b)  The Seller Certificate Principal
               Balance as of June 30, 1998 (after
               giving effect to the disbursements in
               reduction of principal, if any, on the
               related Distribution Date) was. . . . . . . . . . $   716,254.62
                                                                 --------------


6
<PAGE>

     15.  EVENTS OF ADMINISTRATOR TERMINATION.
          No event has occurred and is continuing which constitutes an
          Event of Administrator Termination or would constitute an
          Event of Administrator Termination but for the requirement
          that notice be given or time elapse or both [except as disclosed
          on the attached Annex A].





7
<PAGE>

          IN WITNESS WHEREOF, the undersigned has duly executed and delivered
this certificate this 15th day of July 1998.


                                               NYLIFE SFD Holding INC.

                                               as Master Administrator



                                               By /s/ Scott Drath
                                                 ----------------
                                               Name:  Scott Drath

                                               Title: Vice President


8
<PAGE>

                                       ANNEX A
                                          TO
                             MASTER ADMINISTRATOR REPORT
                                 DATED July 15, 1998


EVENT OF MASTER ADMINISTRATOR TERMINATION

None







9
<PAGE>

                                       ANNEX B
                                          TO
                             MASTER ADMINISTRATOR REPORT
                                 DATED July 15, 1998


     In addition to the information required by items 4-16 of the Master
Administrator Report the following information is to be included in the report
delivered to Investor Certificateholders pursuant to Section 7.05 of the Pooling
and Servicing Agreement:


     1.   AGGREGATE PRINCIPAL BALANCE OF THE AUTO LOANS.

        As of June 30, 1998 [the close of business on the last day of the Due
        Period]

<TABLE>
<CAPTION>

     Number of Days         Number of                   Aggregate Principal
     Delinquent             Auto Loans                 Balance of Auto Loans
     --------------         ----------                 ---------------------
<S>                         <C>                        <C>
     current (0-29)                998                            $5,806,787
     30 - 59                        86                               570,061
     60 - 89                        21                               145,388
     90 - 120                       18                               112,974
     over 120                      663                             3,482,384
                            ----------                 ---------------------

     Totals:                     1,786                           $10,117,594
                            ----------                 ---------------------
                            ----------                 ---------------------

</TABLE>




        Aggregate Principal Balance of Defaulted
        Auto Loans at June 30, 1998. . . . . . . . . . . . . . .  (2,955,048)
                                                                  ----------

        Aggregate Principal Balance allocable
        to Certificateholders. . . . . . . . . . . . . . . . . .  $7,162,546
                                                                  ----------
                                                                  ----------


10
<PAGE>

     2.   Total Amounts Collected during the Due
          PERIOD AND DEPOSITED INTO THE COLLECTION ACCOUNT.

          (a)  The total amount of Payments collected
               on the Auto Loans and deposited into the
               Collection Account for the Due Period was . . . . $   555,984.36
                                                                 --------------

          (b)  The total amount of Recoveries on
               Defaulted Auto Loans collected on the
               Auto Loans and deposited into the
               Collection Account for the Due Period was . . . . $   192,989.95
                                                                 --------------

          (c)  The total amounts collected on the Auto
               Loans and deposited into the Collection
               Account for the Due Period was [a+b]. . . . . . . $   748,974.31
                                                                 --------------


11
<PAGE>

     3.   DEFAULTED AUTO LOANS.

          Auto Loans that became Defaulted Auto Loans during the Due Period:

<TABLE>
<CAPTION>

          Number of        Aggregate Principal
          Auto Loans       Balance of Auto Loans
          ----------       ---------------------
          <S>              <C>
              18            $128,666.70

</TABLE>

     4.   THE INFORMATION SPECIFIED IN ITEM 13(d) THROUGH (f)
          STATED ON THE BASIS OF $1,000 INITIAL PRINCIPAL AMOUNT.
          
          The Certificate Rate is 7%.

          (a)  The amount of the aggregate distribution to
               be made on such Distribution Date which
               constitutes interest on the Investor Certificates
               at the Certificate Rate, including any
               Shortfall so allocable stated on the basis of
               $1,000 Initial Principal Amount is. . . . . . . . $     1.089783
                                                                 --------------

          (b)  The amount of the aggregate distribution
               to be made on such Distribution Date which
               constitutes payments in reduction of principal
               with respect to the Investor Certificate on the
               basis of $1,000 Initial Principal Amount is . . . $    13.546457
                                                                 --------------
          (c)  The total amount of the distribution to be
               made on such Distribution Date to the Investor
               Certificateholders on the basis of $1,000
               Initial Principal Amount is . . . . . . . . . . . $    14.636240
                                                                 --------------


12
<PAGE>

                                    ANNEX C
                                       TO
                           MASTER ADMINISTRATOR REPORT
                               DATED July 15, 1998


     Calculation of Required Cash Reserve Amount as of the July 20, 1998
Distribution Date.

     (i)   The Investor Certificate Principal Balance equals $6,950,260.40.

     (ii)  Required Reserve Percentage equals 10%.

     (iii) The Required Cash Reserve Amount equals (the product of (i) and (ii))
           $695,026.04.

     For purposes of this Annex C, the following term shall have the following
meaning:

     "REQUIRED RESERVE PERCENTAGE" MEANS:

          (a)  for any Payment Date on which there is not an uncured
               Reserve Requirement Event, 5%;

          (b)  if the Three-Month Delinquency Ratio for any Due Period
               exceeds 4% (a "Three Month Delinquency Test"), the
               Required Reserve Percentage on each succeeding Payment
               Date shall be 10%; provided, however, that if, for any Due
               Period following the third Due Period following the
               occurrence of a Three Month Delinquency Test, the Three


13
<PAGE>

               Month Delinquency Ratio is less than 4% (a "Three Month
               Delinquency Cure"), the provisions of this clause (b) shall
               no longer apply until another Three Month Delinquency Test
               occurs:

          (c)  if the Delinquency Ratio for any Due Period exceeds 6% (a
               "Delinquency Test"), the Required Reserve Percentage on each
               succeeding Payment Date shall be 10%; provided, however, that
               if, for any Due Period following the third Due Period following
               the occurrence of the less than 6% (a "Delinquency Cure"), the
               provisions of this clause (c) shall no longer apply until another
               Delinquency Test occurs;

          (d)  if the Gross Loss Ratio for any Due Period exceeds 18%
               (a "Loss Test"), the Required Reserve Percentage on each
               succeeding Payment Date shall be 10%; provided, however,
               that if, for any Due Period following the third Due Period
               following the occurrence of the Loss Test, the Three Month
               Gross Ratio is less than 18% (a "Loss Cure"), the provisions
               of this clause (d) shall no longer apply until another Test 
               occurs;

          (e)  if the Three-Month Gross Loss Ratio for any Due Period exceeds
               14.5% (a "Three Month Loss Test"), the Required Reserve
               Percentage on each succeeding Payment Date shall be 10%;
               provided however, that if, for any Due Period following the


14
<PAGE>

               occurrence of a Three Month Loss Test, the Three Month
               Gross Loss Ratio is less than 14.5% (a "Three Month
               Loss Cure"), the provisions of this clause (e) shall no
               longer apply until another Three Month Loss Test
               occurs; and

          (f)  if 20% of more of eligible claims of the Auto Loans
               Protection Policy are not paid by the Insurance Companies
               within the time specified therein, the Required Reserve
               Percentage on each succeeding Payment Date shall
               be 10% as of the close of business on the last day
               of the preceding Due Period.


15

<PAGE>

<TABLE>
<CAPTION>

                                      ANNEX C.1



1.        DELINQUENCY RATIO:                                                                  Ratios
                                                                                              -------
        <S>                                                                                   <C>
               June Principal Balance 60+ days (net)   =               21,644.75   =           0.21%
        --------------------------------------------            ----------------
                 June Aggregate Principal Balance                  10,117,593.91


2.        THREE MONTH DELIQUENCY RATIO:

            Sum of April - June Principal Balances
                     Balances 60+ days (net            =              394,507.07   =           1.22%
        --------------------------------------------            ----------------
            Sum of April - June Principal Balances                 32,277,962.00


3.        GROSS LOSS RATIO:

          Tweleve times the:
              June Principal Balance of Defaulted
                    Auto Loans repossessed             =              132,611.94   =          15.73%
        --------------------------------------------            ----------------
              June Aggregate Principal Balance                     10,117,593.91


4.        THREE MONTH GROSS LOSS RATIO:

          Twelve times the:
            Sum of April - June Principal Balances
               of Defaulted Auto Loans repossessed     =              426,709.17   =          15.86%
        --------------------------------------------            ----------------
            Sum of April - June Principal Balances                 32,277,962.00


5.        ALPI CLAIMS PAYMENT TEST:

                Aggregate Principal Balance of
             ALPI Claims not paid within timeframe   =                700,435.34   =          45.81%
        --------------------------------------------            ----------------
             Principal Balance of Eligible Claims                   1,529,009.88
</TABLE>


16

<PAGE>


                             MASTER ADMINISTRATOR REPORT

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

                                NAFCO AUTO TRUST - 3 

                        For the May 20, 1998 Distribution Date

                      For the period beginning on April 1, 1998
                   and ending on April 30, 1998 (the "Due Period")

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

     The undersigned, a duly authorized officer of NYLIFE SFD Holding Inc., as
Master Administrator (the "Master Administrator"), pursuant to Section 5.11 of
the Amended and Restated Pooling and Servicing Agreement (the "Pooling and
Servicing Agreement") dated as of October 1, 1995, by and among Auto Funding II,
L.P., as Seller, the Master Administrator, Electronic Data Systems Corporation,
as Servicer and Bankers Trust Company, as Trustee, does hereby certify as
follows:

     1.        Capitalized terms used in this Master Administrator Report and
          not otherwise defined herein shall have the respective meanings set
          forth in the Pooling and Servicing Agreement.

     2.        NYLIFE SFD Holding Inc. is, as of the date hereof, the Master
          Administrator under the Pooling and Servicing Agreement.

     3.        The undersigned is an Officer of the Master Administrator.

     4.        The date of this Report is May 18, 1998.

     5.   POOL FACTOR.

          (a)  The Pool Factor with respect to 
               April 1, 1998 was............................          .32943073
                                                                 --------------

          (b)  The Pool Factor with respect to 
               April 30, 1998 was...........................          .31098583
                                                                 --------------

     6.   INVESTOR AND SELLER CERTIFICATE PRINCIPAL BALANCE (BEGINNING OF DUE
          PERIOD).

          (a)  The Investor Certificate Principal 
               Balance as of April 1, 1998 
               (after giving effect to the disbursements
               in reduction of principal, if any,
               on the immediately preceding


1

<PAGE>


               Distribution Date) was. . . . . . . . . . . . . . $10,877,802.83
                                                                 --------------

          (b)  The Seller Certificate Principal
               Balance as of April 1, 1998 (after
               giving effect to the disbursements
               in reduction of principal, if any, on
               the immediately preceding Distribution 
               Date) was       . . . . . . . . . . . . . . . . . $ 1,324,466.41
                                                                 --------------


     7.   OCCURRENCE OF A REQUIRED RESERVE EVENT

     (a)  The Delinquency Ratio is . . . . . . . . . . . . . . .         *15.01%
                                                                 --------------

     (b)  The Three Month Deliquency Ratio is. . . . . . . . . .         *13.63%
                                                                 --------------

     (c)  The Gross Loss Ratio is. . . . . . . . . . . . . . . .         *17.73%
                                                                 --------------

     (d)  The Three Month Gross Loss Ratio is. . . . . . . . . .         *27.60%
                                                                 --------------

     (e)  The percentage of eligible claims on the
          ALPI policy not paid in a timely manner is(*). . . . .         *60.17%
                                                                 --------------

     (f)  The Required Reserve Percentage is . . . . . . . . . .          10.00%
                                                                 --------------

     (g)  * Indicates which Required Reserve Event has occurred.

(*) The percentage of claims on the ALPI policy not paid in a timely manner
includes $496,190.57 of claims which are currently in dispute.  Such disputed
claims represent 24.71% of all eligible claims

          SEE ANNEX C.1 FOR RATIO CALCULATIONS.

     8.   AGGREGATE MONTHLY SERVICING FEE.

          (a)  The Monthly Servicing Fee owing
               to the Servicer on the related
               Distribution Date is. . . . . . . . . . . . . . . .$   71,607.20
                                                                 --------------

          (b)  The amount of accrued and unpaid
               Monthly Servicing Fees in respect of
               prior Due Periods is  . . . . . . . . . . . . . . .$   -0-  
                                                                 --------------

          (c)  The total Monthly Servicing Fee paid
               or payable to the Servicer in respect
                      of such Due Period [a+b] is. . . . . . . . .$71,607.20
                                                                 --------------

2

<PAGE>


     9.   AGGREGATE MONTHLY SUBROGATION AMOUNT.

          (a)  The Monthly Subrogation Amount
               owing on the related Distribution
               Date is         . . . . . . . . . . . . . . . . . $     -0-   
                                                                 --------------

          (b)  The amount of accrued and unpaid Monthly
               Subrogation Amount in respect of prior
               Due Periods is  . . . . . . . . . . . . . . . . . $     -0-   
                                                                 --------------


          (c)  The total Monthly Subrogation Amount
               paid or payable to the Master Administrator
               in respect of such Due Period [a+b] is. . . . . . $     -0-  
                                                                 --------------

     10.  AGGREGATE MONTHLY ADMINISTRATOR FEE.

          (a)  The Monthly Administrator Fee owing
                      on the related Distribution Date is. . . . $    15,050.11
                                                                 --------------

          (b)  The amount of accrued and unpaid
               Monthly Administrator Fees in respect
               of prior Due Periods is . . . . . . . . . . . . . $     -0-  
                                                                 --------------

          (c)  The total Monthly Administrator Fee
               paid or payable to the Master Administrator
                      in respect of such Due Period [a+b] is . . $    15,050.11
                                                                 --------------

     11.  THE CASH RESERVE ACCOUNT.

          (a)  The Insurance Reserve Amount/The Insurance
               Deductible

               (i)  The Insurance Reserve Amount as
                    of the first day of the Due Period . . . . . $   264,323.25
                                                                 --------------

               (ii) The aggregate Insurance Deductible
                    deposited by the Seller into the
                    Cash Reserve Account with respect
                    to Auto Loans acquired . . . . . . . . . . . $         0.00
                                                                 --------------

               (iii)The aggregate amount to be withdrawn
                    from the Insurance Reserve Amount,
                    deposited into the Collection Account
                    and applied against the aggregate
                    amount of the Insurance Deductible . . . . . $         0.00
                                                                 --------------


3

<PAGE>

               (iv) The aggregate amount of Monthly
                    Subrogation Amount to be deposited
                    into the Insurance Reserve Amount
                    on the related Deposit Date. . . . . . . . . $     -0-
                                                                 --------------

               (v)  The Insurance Reserve Amount as of
                    the end of the Due Period 
                    is                                           $   264,323.25
                                                                 --------------

          (b)  The Available Cash Reserve Amount

               (i)  The Required Cash Reserve Amount
                    (assuming all withdrawals or deposits to
                    be made with respect to the current
                    Distribution Date are made) is . . . . . . . $ 1,087,780.28
                                                                 --------------


               (ii) The Available Cash Reserve Amount
                    available for deposit to the Collection
                    Account on the related Deposit Date
                    (prior to any withdrawals or deposits
                    to be made with respect to the current
                    Distribution Date are made) is . . . . . . . $ 1,114,313.83
                                                                 --------------

               (iii)The amount to be deposited to 
                    (withdrawn from) the Available Cash
                    Reserve Amount with respect to the
                    current Distribution Date is . . . . . . . . $   (26,533.55)
                                                                 --------------

               (iv) The Available Cash Reserve Amount
                    available for deposit to the Collection
                    Account on the related Deposit Date
                    (after any withdrawals or deposits to be
                    made with respect to the current 
                    Distribution Date are made) is . . . . . . . $ 1,087,780.28
                                                                 --------------

          (c)  The total Cash Reserve Account as of the
               end of the Due Period (after giving effect
               to the deposits and withdrawals in (a) and
               (b) above) is   . . . . . . . . . . . . . . . . . $ 1,352,103.53
                                                                 --------------


4

<PAGE>

     12.  AVAILABLE FUNDS.

          (a)  The amount of Available Funds with 
               respect to the related Due Period was . . . . . . $   796,413.77
                                                                 --------------

          (b)  The amount of Available Funds with
               respect to the immediately preceding
               Due Period that were retained in the
               Collection Account was. . . . . . . . . . . . . . $    72,132.48
                                                                 --------------

          (c)  Interest earned on and retained in the
               Collection Account and interest earned 
               on the Cash Reserve Account and 
               transferred into the Collection Account
               for the Due Period on the related  
               Deposit Date was. . . . . . . . . . . . . . . . . $    10,502.97
                                                                 --------------

          (d)  Total distributable funds with respect
               to the related Due Period [a+b+c] was . . . . . . $   879,049.22
                                                                 --------------

          (e)  The amount of Available Funds used
               to purchase additional Auto Loans during
               the related Due Period was. . . . . . . . . . . . $     -0-   
                                                                 --------------

          (f)  The amount of Available Funds and
               interest earned on the Collection
               Account remaining after the purchase
               of additional Auto Loans with respect
               to the related Due Period [d-e] is. . . . . . . . $   879,049.22
                                                                 --------------

     13.  DISBURSEMENTS TO BE MADE ON THE RELATED DISTRIBUTION DATE.
               The Certificate Rate is 6.50%.

          (a)  The amount of the aggregate Monthly
               Servicing Fee to be paid to the Servicer
               on such Distribution Date is. . . . . . . . . . . $    71,607.20
                                                                 --------------

          (b)  The amount of the aggregate Monthly
               Subrogation Amount to be paid to the
               Master Administrator on such
               Distribution date is. . . . . . . . . . . . . . . $     -0-   
                                                                 --------------
          
          (c)  The amount of the Monthly Administrator
               Fee to be paid to the Master Administrator
               on such Distribution Date is. . . . . . . . . . . $    15,050.11
                                                                 --------------


5
<PAGE>

          (d)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes interest on the Investor
               Certificates at the Certificate Rate,
               including any Shortfall so allocable is . . . . . $    58,921.43
                                                                 --------------

          (e)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes payments in
               reduction of principal with respect
               to the Investor Certificates is . . . . . . . . . $   609,050.82
                                                                 --------------

          (f)  The total amount of the distribution
               to be made on such Distribution Date
               to the Investor Certificateholders [d+e] is . . . $   667,972.25
                                                                 --------------

          (g)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes interest on the Seller
               Certificate at the Certificate Rate is. . . . . . $     7,174.19
                                                                 --------------

          (h)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes a reduction of principal
               with respect to the Seller Certificate is . . . . $    35,143.85
                                                                 --------------

          (i)  The amount to be deposited (withdrawn)in 
               the Cash Reserve Account is . . . . . . . . . . . $   (26,533.55)
                                                                 --------------

          (j)  The amount to be retained in the
               Collection Account with respect to
               the Reinvestment Amount and the 
               Partial Payment Amount is . . . . . . . . . . . . $    82,101.62
                                                                 --------------

          (k)  The amount to be disbursed to the
               Seller Certificateholder (other than the
               amounts referred to in (g) and (h) is . . . . . . $    26,533.55
                                                                 --------------

          (l)  The total amount of the
               distribution to be made to the
               Seller Certificateholders [g+h+k] is. . . . . . . $    68,851.59
                                                                 --------------


6
<PAGE>

     14.  INVESTOR AND SELLER CERTIFICATE PRINCIPAL BALANCE (END OF DUE PERIOD).

          (a)  The Investor Certificate Principal Balance
               as of April 30, 1998 (after giving
               effect to the disbursements in reduction
               of principal, if any, on the immediately
               preceding Distribution Date) was. . . . . . . . . $10,268,752.01
                                                                 --------------

          (b)  The Seller Certificate Principal
               Balance as of April 30, 1998 (after
               giving effect to the disbursements in
               reduction of principal, if any, on the
               immediately preceding Distribution 
               Date or the effect of the computation
               of the Individual Sold Balance relating
               to the purchase of additional Auto 
               Loans during the Interest-Only Period
               in accordance with the terms of the
               Pooling and Servicing Agreement) was. . . . . . . $ 1,289,322.56
                                                                 --------------
     15.  EVENTS OF ADMINISTRATOR TERMINATION.

          No event has occurred and is continuing which constitutes an
          Event of Administrator Termination or would constitute an
          Event of Administrator Termination but for the requirement
          that notice be given or time elapse or both [except as disclosed
          on the attached Annex A].


7
<PAGE>

          IN WITNESS WHEREOF, the undersigned has duly executed and delivered
this certificate this 18th day of May 1998.


                                NYLIFE SFD Holding INC.
                                as Master Administrator



                                      By: /s/ Scott Drath
                                         --------------------------------
                                         Name:  Scott Drath
                                         Title: Vice President


8
<PAGE>

                                       ANNEX A
                                          TO
                             MASTER ADMINISTRATOR REPORT
                                  DATED May 18, 1998


              EVENT OF MASTER ADMINISTRATOR TERMINATION

              None


9
<PAGE>

                                       ANNEX B
                                          TO
                             MASTER ADMINISTRATOR REPORT
                                  DATED May 18, 1998


          In addition to the information required by items 4-16 of the Master
Administrator Report the following information is to be included in the report
delivered to Investor Certificateholders pursuant to Section 7.05 of the Pooling
and Servicing Agreement:


     1.   AGGREGATE PRINCIPAL BALANCE OF THE AUTO LOANS.

          As of April 30, 1998 [the close of business on the last day of the Due
          Period]
<TABLE>
<CAPTION>
     Number of Days              Number of                 Aggregate Principal
       Delinquent                Auto Loans               Balance of Auto Loans
     --------------               ----------              ---------------------
<S>                              <C>                      <C>
      current (0-29)                   1137                         $ 8,276,440
            30 - 59                      92                             767,467
            60 - 89                      26                             222,281
           90 - 120                      37                             249,977
           over 120                     772                           4,800,170
                                      -----                      --------------

     Totals:                          2,064                         $14,316,335
                                      -----                      --------------
                                      -----                      --------------
</TABLE>

          Aggregate Principal Balance of Defaulted
          Auto Loans at April 30, 1998 . . . . . . . . . . . . .     (2,906,611)
                                                                 --------------

          Aggregate Principal Balance allocable
           to Certificateholders . . . . . . . . . . . . . . . . $   11,409,724
                                                                 --------------
                                                                 --------------


10
<PAGE>

2.        TOTAL AMOUNTS COLLECTED DURING THE DUE
          PERIOD AND DEPOSITED INTO THE COLLECTION ACCOUNT.

          (a)  The total amount of Payments collected
               on the Auto Loans and deposited into the
               Collection Account for the Due Period was . . . . $   603,714.80
                                                                 --------------

          (b)  The total amount of Recoveries on
               Defaulted Auto Loans collected on the
               Auto Loans and deposited into the
               Collection Account for the Due Period was . . . . $   182,729.83
                                                                 --------------

          (c)  The total amounts collected on the Auto
               Loans and deposited into the Collection
               Account for the Due Period was [a+b]. . . . . . . $   786,444.63
                                                                 --------------


11
<PAGE>

     3.   DEFAULTED AUTO LOANS.

          Auto Loans that became Defaulted Auto Loans during the Due Period:

               Number of            Aggregate Principal
               Auto Loans          Balance of Auto Loans
               ----------          ---------------------

                  32                    $323,158.89

     4.   The information specified in item 13(d) through (f)
          STATED ON THE BASIS OF $1,000 INITIAL PRINCIPAL AMOUNT.

          The Certificate Rate is 6.5%

         (a)   The amount of the aggregate distribution to
               be made on such Distribution Date which
               constitutes interest on the Investor Certificates
               at the Certificate Rate, including any
               Shortfall so allocable stated on the basis of
               $1,000 Initial Principal Amount is. . . . . . . . $     1.784416
                                                                 --------------

         (b)   The amount of the aggregate distribution
               to be made on such Distribution Date which
               constitutes payments in reduction of principal
               with respect to the Investor Certificate on the
               basis of $1,000 Initial Principal Amount is . . . $    18.444907
                                                                 --------------

         (c)   The total amount of the distribution to be
               made on such Distribution Date to the Investor
               Certificateholders on the basis of $1,000
               Initial Principal Amount is . . . . . . . . . . . $    20.229323 
                                                                 --------------


12
<PAGE>

                                      ANNEX C
                                         TO
                            MASTER ADMINISTRATOR REPORT
                                 DATED May 18, 1998

          Calculation of Required Cash Reserve Amount as of the May 20, 1998
Distribution Date.

          (i)  The Investor Certificate Principal Balance equals $10,877,802.83

          (ii) Required Reserve Percentage equals 10%.

         (iii) The Required Cash Reserve Amount equals (the product of (i) and
(ii)) $1,087,780.28

          For purposes of this Annex C, the following term shall have the
following meaning:


     "REQUIRED RESERVE PERCENTAGE" MEANS:

          (a)  for any Payment Date on which there is not an uncured
               Reserve Requirement Event, 5%;

          (b)  if the Three-Month Delinquency Ratio for any Due Period
               exceeds 4% (a "Three Month Delinquency Test"), the
               Required Reserve Percentage on each succeeding Payment
               Date shall be 10%; provided, however, that if, for any Due
               Period following the third Due Period following the
               occurrence of a Three Month Delinquency Test, the Three


13
<PAGE>

               Month Delinquency Ratio is less than 4% (a "Three Month
               Delinquency Cure"), the provisions of this clause (b) shall
               no longer apply until another Three Month Delinquency Test
               occurs;

          (c)  if the Delinquency Ratio for any Due Period exceeds 6% (a
               "Delinquency Test"), the Required Reserve Percentage on each
               succeeding Payment Date shall be 10%; provided, however, that
               if, for any Due Period following the third Due Period following
               the occurrence of the less than 6% (a "Delinquency Cure"), the
               provisions of this clause (c) shall no longer apply until another
               Delinquency Test occurs;

          (d)  if the Gross Loss Ratio for any Due Period exceeds 18%
               (a "Loss Test"), the Required Reserve Percentage on each
               succeeding Payment Date shall be 10%; provided, however,
               that if, for any Due Period following the third Due Period
               following the occurrence of the Loss Test, the Three Month
               Gross Ratio is less than 18% (a "Loss Cure"), the provisions
               of this clause (d) shall no longer apply until another Test
               occurs;

          (e)  if the Three-Month Gross Loss Ratio for any Due Period exceeds
               14.5% (a "Three Month Loss Test"), the Required Reserve
               Percentage on each succeeding Payment Date shall be 10%;


14
<PAGE>

               provided however, that if, for any Due Period following the
               occurrence of a Three Month Loss Test, the Three Month
               Gross Loss Ratio is less than 14.5% (a "Three Month
               Loss Cure"), the provisions of this clause (e) shall no
               longer apply until another Three Month Loss Test 
               occurs.

          (f)  if 20% of more of eligible claims of the Auto Loans
               Protection Policy are not paid by the Insurance Companies
               within the time specified therein, the Required Reserve
               Percentage on each succeeding Payment Date shall
               be 10% as of the close of business on the last day
               of the preceding Due Period;


15
<PAGE>

                                      ANNEX C.1

<TABLE>
<CAPTION>
                                                                          Ratios
                                                                          ------
<S>                                               <C>                     <C>
1.   DELINQUENCY RATIO:

     April Principal Balance 60+ days (net)    =   2,149,153.82     =     15.01%
     -----------------------------------------    -------------
       April Aggregate Principal Balance          14,316,335.84

2.   THREE MONTH DELIQUENCY RATIO:

     Sum of Febuary - April Principal Balances
                 60+ days (net)                =   6,131,464.63     =     13.63%
     -----------------------------------------    -------------
     Sum of Febuary - April Principal Balances    44,971,190.58

3.   GROSS LOSS RATIO:

     Twelve times the:
          April Principal Balance of Defaulted
               Auto Loans repossessed          =     211,544.85     =     17.73%
     -----------------------------------------    -------------
            April Aggregate Principal Balance     14,316,335.84

4.   THREE MONTH GROSS LOSS RATIO:

     Twelve times the:
    Sum of February - April Principal Balances
        of Defaulted Auto Loans repossessed    =   1,034,284.58     =     27.60%
     -----------------------------------------    -------------
    Sum of February - April Principal Balances    44,971,190.58


5.   ALPI CLAIMS PAYMENT TEST:

         Aggregate Principal Balance of
     ALPI Claims not paid within timeframe     =   1,208,345.11     =     60.17%
     -----------------------------------------    -------------
      Principal Balance of Eligible Claims         2,008,221.19
</TABLE>


<PAGE>

                             MASTER ADMINISTRATOR REPORT

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

                                NAFCO AUTO TRUST - 3 

                       For the June 22, 1998 Distribution Date

                       For the period beginning on May 1, 1998
                    and ending on May 31, 1998 (the "Due Period")

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

     The undersigned, a duly authorized officer of NYLIFE SFD Holding Inc., as
Master Administrator (the "Master Administrator"), pursuant to Section 5.11 of
the Amended and Restated Pooling and Servicing Agreement (the "Pooling and
Servicing Agreement") dated as of October 1, 1995, by and among Auto Funding II,
L.P., as Seller, the Master Administrator, Electronic Data Systems Corporation,
as Servicer and Bankers Trust Company, as Trustee, does hereby certify as
follows:

     1.        Capitalized terms used in this Master Administrator Report and
          not otherwise defined herein shall have the respective meanings set
          forth in the Pooling and Servicing Agreement.

     2.        NYLIFE SFD Holding Inc. is, as of the date hereof, the Master
          Administrator under the Pooling and Servicing Agreement.

     3.        The undersigned is an Officer of the Master Administrator.

     4.        The date of this Report is June 18, 1998.

     5.   POOL FACTOR.

          (a)  The Pool Factor with respect to
               May 1, 1998 was . . . . . . . . . . . . . . . . .      .31098583 
                                                                 --------------

          (b)  The Pool Factor with respect to
               May 31, 1998 was  . . . . . . . . . . . . . . . .      .29187677 
                                                                 --------------

     6.   INVESTOR AND SELLER CERTIFICATE PRINCIPAL BALANCE (BEGINNING OF DUE
          PERIOD).

          (a)  The Investor Certificate Principal 
               Balance as of May 1, 1998 
               (after giving effect to the disbursements
               in reduction of principal, if any,
               on the immediately preceding


1
<PAGE>

               Distribution Date) was. . . . . . . . . . . . . . $10,268,752.01 
                                                                 --------------

          (b)  The Seller Certificate Principal
               Balance as of May 1, 1998 (after
               giving effect to the disbursements
               in reduction of principal, if any, on
               the immediately preceding Distribution 
               Date) was . . . . . . . . . . . . . . . . . . . . $ 1,289,322.56 
                                                                 --------------

     7.   OCCURRENCE OF A REQUIRED RESERVE EVENT

     (a)  The Delinquency Ratio is . . . . . . . . . . . . . . .         *19.87%
                                                                 --------------

     (b)  The Three Month Deliquency Ratio is. . . . . . . . . .        *15.79%
                                                                 --------------

     (c)  The Gross Loss Ratio is. . . . . . . . . . . . . . . .         *15.42%
                                                                 --------------

     (d)  The Three Month Gross Loss Ratio is. . . . . . . . . .         *23.47%
                                                                 --------------

     (e)  The percentage of eligible claims on the
          ALPI policy not paid in a timely manner is(*). . . . .         *58.07%
                                                                 --------------

     (f)  The Required Reserve Percentage is . . . . . . . . . .          10.00%
                                                                 --------------

     (g)  * Indicates which Required Reserve Event has occurred.

(*) The percentage of claims on the ALPI policy not paid in a timely manner
includes $445,801.26 of claims which are currently in dispute.  Such disputed
claims represent 21.04% of all eligible claims
 .
          SEE ANNEX C.1 FOR RATIO CALCULATIONS.

     8.   AGGREGATE MONTHLY SERVICING FEE.

          (a)  The Monthly Servicing Fee owing
               to the Servicer on the related
               Distribution Date is. . . . . . . . . . . . . . . $    81,775.27
                                                                 --------------

          (b)  The amount of accrued and unpaid
               Monthly Servicing Fees in respect of
               prior Due Periods is. . . . . . . . . . . . . . . $     -0-  
                                                                 --------------

          (c)  The total Monthly Servicing Fee paid
               or payable to the Servicer in respect
               of such Due Period [a+b] is . . . . . . . . . . . $    81,775.27
                                                                 --------------


2
<PAGE>

     9.   AGGREGATE MONTHLY SUBROGATION AMOUNT.

          (a)  The Monthly Subrogation Amount owing on 
               the related Distribution Date is. . . . . . . . . $     -0-    
                                                                 --------------

          (b)  The amount of accrued and unpaid Monthly
               Subrogation Amount in respect of prior
               Due Periods is  . . . . . . . . . . . . . . . . . $     -0-  
                                                                 --------------


          (c)  The total Monthly Subrogation Amount
               paid or payable to the Master Administrator
               in respect of such Due Period [a+b] is  . . . . . $     -0- 
                                                                 --------------

     10.  AGGREGATE MONTHLY ADMINISTRATOR FEE.

          (a)  The Monthly Administrator Fee owing
               on the related Distribution Date is . . . . . . . $    14,547.61
                                                                 --------------

          (b)  The amount of accrued and unpaid
               Monthly Administrator Fees in respect
               of prior Due Periods is . . . . . . . . . . . . . $     -0-     
                                                                 --------------

          (c)  The total Monthly Administrator Fee
               paid or payable to the Master Administrator
               in respect of such Due Period [a+b] is  . . . . . $    14,547.61
                                                                 --------------

     11.  THE CASH RESERVE ACCOUNT.

          (a)  The Insurance Reserve Amount/The Insurance
               Deductible

               (i)    The Insurance Reserve Amount as
                      of the first day of the Due Period . . . . $   264,323.25 
                                                                 --------------

               (ii)   The aggregate Insurance Deductible
                      deposited by the Seller into the
                      Cash Reserve Account with respect
                      to Auto Loans acquired . . . . . . . . . . $         0.00
                                                                 --------------

               (iii)  The aggregate amount to be withdrawn
                      from the Insurance Reserve Amount,
                      deposited into the Collection Account
                      and applied against the aggregate
                      amount of the Insurance Deductible . . . . $         0.00
                                                                 --------------


3
<PAGE>

               (iv)   The aggregate amount of Monthly
                      Subrogation Amount to be deposited
                      into the Insurance Reserve Amount
                      on the related Deposit Date. . . . . . . . $     -0-     
                                                                 --------------
 
               (v)    The Insurance Reserve Amount as of
                      the end of the Due Period is . . . . . . . $   264,323.25
                                                                 --------------

          (b)  The Available Cash Reserve Amount

               (i)    The Required Cash Reserve Amount
                      (assuming all withdrawals or deposits to
                      be made with respect to the current
                      Distribution Date are made) is . . . . . . $ 1,026,875.20
                                                                 --------------

               (ii)   The Available Cash Reserve Amount
                      available for deposit to the Collection
                      Account on the related Deposit Date
                      (prior to any withdrawals or deposits
                      to be made with respect to the current
                      Distribution Date are made) is . . . . . . $ 1,087,780.28
                                                                 --------------

               (iii)  The amount to be deposited to 
                      (withdrawn from) the Available Cash
                      Reserve Amount with respect to the
                      current Distribution Date is . . . . . . . $   (60,905.08)
                                                                 --------------

               (iv)   The Available Cash Reserve Amount
                      available for deposit to the Collection
                      Account on the related Deposit Date
                      (after any withdrawals or deposits to be
                      made with respect to the current 
                      Distribution Date are made) is . . . . . . $ 1,026,875.20
                                                                 --------------

          (c)  The total Cash Reserve Account as of the
               end of the Due Period (after giving effect
               to the deposits and withdrawals in (a) and
               (b) above) is   . . . . . . . . . . . . . . . . . $ 1,291,198.45
                                                                 --------------


4
<PAGE>

     12.  AVAILABLE FUNDS.

     (a)  The amount of Available Funds with 
          respect to the related Due Period was. . . . . . . . . $   832,483.20
                                                                 --------------

          (b)  The amount of Available Funds with
               respect to the immediately preceding
               Due Period that were retained in the
               Collection Account was. . . . . . . . . . . . . . $    82,101.62
                                                                 --------------

          (c)  Interest earned on and retained in the
               Collection Account and interest earned 
               on the Cash Reserve Account and 
               transferred into the Collection Account
               for the Due Period on the related  
               Deposit Date was. . . . . . . . . . . . . . . . . $    10,174.09
                                                                 --------------

          (d)  Total distributable funds with respect
               to the related Due Period [a+b+c] was . . . . . . $   924,758.91
                                                                 --------------

          (e)  The amount of Available Funds used
               to purchase additional Auto Loans during
               the related Due Period was. . . . . . . . . . . . $     -0-     
                                                                 --------------

          (f)  The amount of Available Funds and
               interest earned on the Collection
               Account remaining after the purchase
               of additional Auto Loans with respect
               to the related Due Period [d-e] is. . . . . . . . $   924,758.91
                                                                 --------------

     13.  DISBURSEMENTS TO BE MADE ON THE RELATED DISTRIBUTION DATE.
               The Certificate Rate is 6.50%.

          (a)  The amount of the aggregate Monthly
               Servicing Fee to be paid to the Servicer
               on such Distribution Date is. . . . . . . . . . . $    81,775.27
                                                                 --------------

          (b)  The amount of the aggregate Monthly
               Subrogation Amount to be paid to the
               Master Administrator on such
               Distribution date is. . . . . . . . . . . . . . . $     -0-    
                                                                 --------------
          
          (c)  The amount of the Monthly Administrator
               Fee to be paid to the Master Administrator
               on such Distribution Date is. . . . . . . . . . . $    14,547.61
                                                                 --------------


5
<PAGE>

          (d)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes interest on the Investor
               Certificates at the Certificate Rate,
               including any Shortfall so allocable is . . . . . $    55,622.41
                                                                 --------------

          (e)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes payments in
               reduction of principal with respect
               to the Investor Certificates is . . . . . . . . . $   630,981.16
                                                                 --------------

          (f)  The total amount of the distribution
               to be made on such Distribution Date
               to the Investor Certificateholders [d+e] is . . . $   686,603.57
                                                                 --------------

          (g)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes interest on the Seller
               Certificate at the Certificate Rate is. . . . . . $     6,983.83
                                                                 --------------

          (h)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes a reduction of principal
               with respect to the Seller Certificate is . . . . $    69,217.56
                                                                 --------------

          (i)  The amount to be deposited (withdrawn)in 
               the Cash Reserve Account is . . . . . . . . . . . $   (60,905.08)
                                                                 --------------

          (j)  The amount to be retained in the
               Collection Account with respect to
               the Reinvestment Amount and the 
               Partial Payment Amount is . . . . . . . . . . . . $    65,631.07
                                                                 --------------

          (k)  The amount to be disbursed to the
               Seller Certificateholder (other than the
               amounts referred to in (g) and (h) is . . . . . . $    60,905.08
                                                                 --------------

          (l)  The total amount of the
               distribution to be made to the
               Seller Certificateholders [g+h+k] is. . . . . . . $   137,106.47
                                                                 --------------


6
<PAGE>

     14.  INVESTOR AND SELLER CERTIFICATE PRINCIPAL BALANCE (END OF DUE PERIOD).

          (a)  The Investor Certificate Principal Balance
               as of May 31, 1998 (after giving
               effect to the disbursements in reduction
               of principal, if any, on the immediately
               preceding Distribution Date) was. . . . . . . . . $ 9,637,770.85
                                                                 --------------

          (b)  The Seller Certificate Principal
               Balance as of May 31, 1998 (after
               giving effect to the disbursements in
               reduction of principal, if any, on the
               immediately preceding Distribution 
               Date or the effect of the computation
               of the Individual Sold Balance relating
               to the purchase of additional Auto 
               Loans during the Interest-Only Period
               in accordance with the terms of the
               Pooling and Servicing Agreement) was. . . . . . . $ 1,220,105.00
                                                                 --------------

     15.  EVENTS OF ADMINISTRATOR TERMINATION.

          No event has occurred and is continuing which constitutes an
          Event of Administrator Termination or would constitute an
          Event of Administrator Termination but for the requirement
          that notice be given or time elapse or both [except as disclosed
          on the attached Annex A].


7
<PAGE>

          IN WITNESS WHEREOF, the undersigned has duly executed and delivered
this certificate this 18th day of June 1998.


                               NYLIFE SFD Holding INC.
                               as Master Administrator



                              By: /s/ Scott Drath
                                 -------------------------------
                                 Name:  Scott Drath
                                 Title: Vice President


8
<PAGE>

                                       ANNEX A
                                          TO
                             MASTER ADMINISTRATOR REPORT
                                 DATED June 18, 1998


                     EVENT OF MASTER ADMINISTRATOR TERMINATION
                                        None


9
<PAGE>

                                       ANNEX B
                                          TO
                             MASTER ADMINISTRATOR REPORT
                                 DATED June 18, 1998


          In addition to the information required by items 4-16 of the Master
Administrator Report the following information is to be included in the report
delivered to Investor Certificateholders pursuant to Section 7.05 of the Pooling
and Servicing Agreement:


     1.   AGGREGATE PRINCIPAL BALANCE OF THE AUTO LOANS.

          As of May 31, 1998 [the close of business on the last day of the Due 
        Period]

<TABLE>
<CAPTION>
     Number of Days               Number of                Aggregate Principal
     Delinquent                   Auto Loans              Balance of Auto Loans
     --------------               ----------              ---------------------
<S>                               <C>                     <C>
      current (0-29)                    1060                        $ 7,438,512
            30 - 59                      109                            897,304
            60 - 89                       49                            438,174
           90 - 120                       21                            164,996
           over 120                      799                          4,714,666
                                       -----                     --------------
     Totals:                           2,038                        $13,653,652
                                       -----                     --------------
                                       -----                     --------------
</TABLE>

          Aggregate Principal Balance of Defaulted
          Auto Loans at May 31, 1998   . . . . . . . . . . . . .     (2,945,018)
                                                                 --------------

          Aggregate Principal Balance allocable
          to Certificateholders  . . . . . . . . . . . . . . . . $   10,708,634
                                                                 --------------


10
<PAGE>

2.        TOTAL AMOUNTS COLLECTED DURING THE DUE
          PERIOD AND DEPOSITED INTO THE COLLECTION ACCOUNT.

          (a)  The total amount of Payments collected
               on the Auto Loans and deposited into the
               Collection Account for the Due Period was . . . . $   592,987.18
                                                                 --------------

          (b)  The total amount of Recoveries on
               Defaulted Auto Loans collected on the
               Auto Loans and deposited into the
               Collection Account for the Due Period was . . . . $   255,966.57
                                                                 --------------

          (c)  The total amounts collected on the Auto
               Loans and deposited into the Collection
               Account for the Due Period was [a+b]. . . . . . . $   848,953.75
                                                                 --------------


11
<PAGE>

     3.   DEFAULTED AUTO LOANS.

          Auto Loans that became Defaulted Auto Loans during the Due Period:

<TABLE>
<CAPTION>
               Number of            Aggregate Principal
               Auto Loans          Balance of Auto Loans
               ----------          ---------------------
<S>                                <C>
                   35               $292,945.71
</TABLE>

     4.   THE INFORMATION SPECIFIED IN ITEM 13(d) THROUGH (f)
          STATED ON THE BASIS OF $1,000 INITIAL PRINCIPAL AMOUNT.
          The Certificate Rate is 6.5%

         (a)   The amount of the aggregate distribution to
               be made on such Distribution Date which
               constitutes interest on the Investor Certificates
               at the Certificate Rate, including any
               Shortfall so allocable stated on the basis of
               $1,000 Initial Principal Amount is. . . . . . . . $     1.684507
                                                                 --------------

         (b)   The amount of the aggregate distribution
               to be made on such Distribution Date which
               constitutes payments in reduction of principal
               with respect to the Investor Certificate on the
               basis of $1,000 Initial Principal Amount is . . . $    19.109060
                                                                 --------------

         (c)   The total amount of the distribution to be
               made on such Distribution Date to the Investor
               Certificateholders on the basis of $1,000
               Initial Principal Amount is . . . . . . . . . . . $    20.793567 
                                                                 --------------



12
<PAGE>

                                       ANNEX C
                                          TO
                             MASTER ADMINISTRATOR REPORT
                                 DATED June 18, 1998

          Calculation of Required Cash Reserve Amount as of the June 22, 1998
Distribution Date.

           (i)  The Investor Certificate Principal Balance equals $10,268,752.01

          (ii)  Required Reserve Percentage equals 10%.

         (iii)  The Required Cash Reserve Amount equals (the product of (i) and
                (ii)) $1,028,875.20

          For purposes of this Annex C, the following term shall have the
          following meaning:


     "REQUIRED RESERVE PERCENTAGE" MEANS:

          (a)   for any Payment Date on which there is not an uncured
                Reserve Requirement Event, 5%;

          (b)   if the Three-Month Delinquency Ratio for any Due Period
                exceeds 4% (a "Three Month Delinquency Test"), the
                Required Reserve Percentage on each succeeding Payment
                Date shall be 10%; provided, however, that if, for any Due
                Period following the third Due Period following the
                occurrence of a Three Month Delinquency Test, the Three


13
<PAGE>

                Month Delinquency Ratio is less than 4% (a "Three Month
                Delinquency Cure"), the provisions of this clause (b) shall
                no longer apply until another Three Month Delinquency Test
                occurs;

          (c)   if the Delinquency Ratio for any Due Period exceeds 6% (a
                "Delinquency Test"), the Required Reserve Percentage on each
                succeeding Payment Date shall be 10%; provided, however, that
                if, for any Due Period following the third Due Period following
                the occurrence of the less than 6% (a "Delinquency Cure"), the
                provisions of this clause (c) shall no longer apply until 
                another Delinquency Test occurs;

          (d)   if the Gross Loss Ratio for any Due Period exceeds 18%
                (a "Loss Test"), the Required Reserve Percentage on each
                succeeding Payment Date shall be 10%; provided, however,
                that if, for any Due Period following the third Due Period
                following the occurrence of the Loss Test, the Three Month
                Gross Ratio is less than 18% (a "Loss Cure"), the provisions
                of this clause (d) shall no longer apply until another Test
                occurs;

          (e)   if the Three-Month Gross Loss Ratio for any Due Period exceeds
                14.5% (a "Three Month Loss Test"), the Required Reserve
                Percentage on each succeeding Payment Date shall be 10%;



14
<PAGE>

                provided however, that if, for any Due Period following the
                occurrence of a Three Month Loss Test, the Three Month
                Gross Loss Ratio is less than 14.5% (a "Three Month
                Loss Cure"), the provisions of this clause (e) shall no
                longer apply until another Three Month Loss Test 
                occurs.

          (f)   if 20% of more of eligible claims of the Auto Loans
                Protection Policy are not paid by the Insurance Companies
                within the time specified therein, the Required Reserve
                Percentage on each succeeding Payment Date shall
                be 10% as of the close of business on the last day
                of the preceding Due Period;


15
<PAGE>

                                 NAFCO AUTO TRUST - 3
                             JUNE 22ND DISTRIBUTION DATE
                                      ANNEX C.1

<TABLE>
<CAPTION>

1.   DELINQUENCY RATIO:                                                   Ratios
                                                                          ------
<S>  <C>                                          <C>                     <C>
     May Principal Balance 60+ days (net)     =    2,712,998.57 =         19.87%
     -----------------------------------------    -------------
       May Aggregate Principal Balance            13,653,652.72

2.   THREE MONTH DELINQUENCY RATIO:

     Sum of March - May Prinicpal Balances
                 60+ days (net)               =    6,756,716.29 =         15.79%
     -----------------------------------------    -------------
     Sum of March - May Prinicpal Balances        42,787,428.99

3.   GROSS LOSS RATIO:

     Twelve times the:
          May Principal Balance of Defaulted
               Auto Loans repossessed         =      175,475.77 =         15.42%
     -----------------------------------------    -------------
            May Aggregate Principal Balance       13,653,652.72

4.   THREE MONTH GROSS LOSS RATIO:

     Twelve times the:
      Sum of Mar - May Principal Balances
      of Defaulted Auto Loans repossessed     =      836,946.14 =         23.47%
     -----------------------------------------    -------------
      Sum of Mar - May Principal Balances         42,787,428.99


5.   ALPI CLAIMS PAYMENT TEST:

         Aggregate Principal Balance of
     ALPI Claims not paid within timeframe    =    1,230,370.13 =         58.07%
     -----------------------------------------    -------------
      Principal Balance of Eligible Claims         2,118,719.62
</TABLE>


<PAGE>

                             MASTER ADMINISTRATOR REPORT

              _________________________________________________________

                                NAFCO AUTO TRUST - 3 

                       For the July 20, 1998 Distribution Date

                       For the period beginning on June 1, 1998
                    and ending on June 30, 1998 (the "Due Period")

             ___________________________________________________________

     The undersigned, a duly authorized officer of NYLIFE SFD Holding Inc., as
Master Administrator (the "Master Administrator"), pursuant to Section 5.11 of
the Amended and Restated Pooling and Servicing Agreement (the "Pooling and
Servicing Agreement") dated as of October 1, 1995, by and among Auto Funding II,
L.P., as Seller, the Master Administrator, Electronic Data Systems Corporation,
as Servicer and Bankers Trust Company, as Trustee, does hereby certify as
follows:

     1.        Capitalized terms used in this Master Administrator Report and
          not otherwise defined herein shall have the respective meanings set
          forth in the Pooling and Servicing Agreement.

     2.        NYLIFE SFD Holding Inc. is, as of the date hereof, the Master
          Administrator under the Pooling and Servicing Agreement.

     3.        The undersigned is an Officer of the Master Administrator.

     4.        The date of this Report is July 15, 1998.

     5.   POOL FACTOR.

<TABLE>
<CAPTION>
          <S>                                                          <C>
          (a)  The Pool Factor with respect to
               June 1, 1998 was. . . . . . . . . . . . . . . . .      .29187677 
                                                                 --------------

          (b)  The Pool Factor with respect to
               June 30, 1998 was . . . . . . . . . . . . . . . .      .27185883 
                                                                 --------------

     6.   INVESTOR AND SELLER CERTIFICATE PRINCIPAL BALANCE (BEGINNING OF DUE
          PERIOD).

          (a)  The Investor Certificate Principal 
               Balance as of June 1, 1998 
               (after giving effect to the disbursements
               in reduction of principal, if any,
               on the immediately preceding
               Distribution Date) was. . . . . . . . . . . . . . $ 9,637,770.85 
                                                                 --------------


1
<PAGE>

          (b)  The Seller Certificate Principal
               Balance as of June 1, 1998 (after
               giving effect to the disbursements
               in reduction of principal, if any, on
               the immediately preceding Distribution 
               Date) was . . . . . . . . . . . . . . . . . . . . $ 1,220,105.00 
                                                                 --------------

     7.   OCCURRENCE OF A REQUIRED RESERVE EVENT

     (a)  The Delinquency Ratio is . . . . . . . . . . . . . . .         *17.14%
                                                                 --------------

     (b)  The Three Month Deliquency Ratio is. . . . . . . . . .         *17.31%
                                                                 --------------

     (c)  The Gross Loss Ratio is. . . . . . . . . . . . . . . .         *21.11%
                                                                 --------------

     (d)  The Three Month Gross Loss Ratio is. . . . . . . . . .         *18.02%
                                                                 --------------

     (e)  The percentage of eligible claims on the
          ALPI policy not paid in a timely manner
          is(*). . . . . . . . . . . . . . . . . . . . . . . . .         *54.21%
                                                                 --------------

     (f)  The Required Reserve Percentage is . . . . . . . . . .          10.00%
                                                                 --------------

     (g)  * Indicates which Required Reserve Event has occurred.

(*) The percentage of claims on the ALPI policy not paid in a timely manner
includes $407,063.28 of claims which are currently in dispute.  Such disputed
claims represent 18.30% of all eligible claims
 .
          SEE ANNEX C.1 FOR RATIO CALCULATIONS.

     8.   AGGREGATE MONTHLY SERVICING FEE.

          (a)  The Monthly Servicing Fee owing
               to the Servicer on the related
               Distribution Date is  . . . . . . . . . . . . . . $    65,349.19
                                                                 --------------

          (b)  The amount of accrued and unpaid
               Monthly Servicing Fees in respect of
               prior Due Periods is  . . . . . . . . . . . . . . $     -0-      
                                                                 --------------

          (c)  The total Monthly Servicing Fee paid
               or payable to the Servicer in respect
               of such Due Period [a+b] is . . . . . . . . . . . $    65,349.19
                                                                 --------------


2
<PAGE>

     9.   AGGREGATE MONTHLY SUBROGATION AMOUNT.

          (a)  The Monthly Subrogation Amount
               owing on the related Distribution
               Date is . . . . . . . . . . . . . . . . . . . . . $     -0- 
                                                                 --------------

          (b)  The amount of accrued and unpaid Monthly
               Subrogation Amount in respect of prior
               Due Periods is. . . . . . . . . . . . . . . . . . $     -0-   
                                                                 --------------


          (c)  The total Monthly Subrogation Amount
               paid or payable to the Master Administrator
               in respect of such Due Period [a+b] is  . . . . . $     -0- 
                                                                 --------------

     10.  AGGREGATE MONTHLY ADMINISTRATOR FEE.

          (a)  The Monthly Administrator Fee owing
               on the related Distribution Date is . . . . . . . $    15,161.38
                                                                 --------------

          (b)  The amount of accrued and unpaid
               Monthly Administrator Fees in respect
               of prior Due Periods is . . . . . . . . . . . . . $     -0-  
                                                                 --------------

          (c)  The total Monthly Administrator Fee
               paid or payable to the Master Administrator
               in respect of such Due Period [a+b] is  . . . . . $    15,161.38
                                                                 --------------

     11.  THE CASH RESERVE ACCOUNT.

          (a)  The Insurance Reserve Amount/The Insurance
               Deductible

               (i)  The Insurance Reserve Amount as
                    of the first day of the Due Period . . . . . $   264,323.25 
                                                                 --------------

               (ii) The aggregate Insurance Deductible
                    deposited by the Seller into the
                    Cash Reserve Account with respect
                    to Auto Loans acquired.. . . . . . . . . . . $         0.00
                                                                 --------------

               (iii)The aggregate amount to be withdrawn
                    from the Insurance Reserve Amount,
                    deposited into the Collection Account
                    and applied against the aggregate
                    amount of the Insurance Deductible . . . . . $     5,386.86
                                                                 --------------


3
<PAGE>

               (iv) The aggregate amount of Monthly
                    Subrogation Amount to be deposited
                    into the Insurance Reserve Amount
                    on the related Deposit Date. . . . . . . . . $     -0- 
                                                                 --------------
 
               (v)  The Insurance Reserve Amount as of
                    the end of the Due Period 
                    is . . . . . . . . . . . . . . . . . . . . . $   258,936.39
                                                                 --------------

          (b)  The Available Cash Reserve Amount

               (i)  The Required Cash Reserve Amount
                    (assuming all withdrawals or deposits to
                    be made with respect to the current
                    Distribution Date are made) is . . . . . . . $   963,777.09
                                                                 --------------

               (ii) The Available Cash Reserve Amount
                    available for deposit to the Collection
                    Account on the related Deposit Date
                    (prior to any withdrawals or deposits
                    to be made with respect to the current
                    Distribution Date are made) is . . . . . . . $ 1,026,875.20
                                                                 --------------

               (iii)The amount to be deposited to 
                    (withdrawn from) the Available Cash
                    Reserve Amount with respect to the
                    current Distribution Date is . . . . . . . . $   (63,098.11)
                                                                 --------------

               (iv) The Available Cash Reserve Amount
                    available for deposit to the Collection
                    Account on the related Deposit Date
                    (after any withdrawals or deposits to be
                    made with respect to the current 
                    Distribution Date are made) is . . . . . . . $   963,777.09
                                                                 --------------

          (c)  The total Cash Reserve Account as of the
               end of the Due Period (after giving effect
               to the deposits and withdrawals in (a) and
               (b) above) is   . . . . . . . . . . . . . . . . . $ 1,222,713.48
                                                                 --------------


4
<PAGE>

     12.  AVAILABLE FUNDS.

          (a)  The amount of Available Funds with 
               respect to the related Due Period was . . . . . . $   943,629.68
                                                                 --------------

          (b)  The amount of Available Funds with
               respect to the immediately preceding
               Due Period that were retained in the
               Collection Account was. . . . . . . . . . . . . . $    65,631.07
                                                                 --------------

          (c)  Interest earned on and retained in the
               Collection Account and interest earned 
               on the Cash Reserve Account and 
               transferred into the Collection Account
               for the Due Period on the related  
               Deposit Date was. . . . . . . . . . . . . . . . . $    10,204.90
                                                                 --------------

          (d)  Total distributable funds with respect
               to the related Due Period [a+b+c] was . . . . . . $ 1,019,465.65
                                                                 --------------

          (e)  The amount of Available Funds used
               to purchase additional Auto Loans during
               the related Due Period was. . . . . . . . . . . . $     -0-  
                                                                 --------------

          (f)  The amount of Available Funds and
               interest earned on the Collection
               Account remaining after the purchase
               of additional Auto Loans with respect
               to the related Due Period [d-e] is. . . . . . . . $ 1,019,465.65
                                                                 --------------

     13.  DISBURSEMENTS TO BE MADE ON THE RELATED DISTRIBUTION DATE.
               The Certificate Rate is 6.50%.

          (a)  The amount of the aggregate Monthly
               Servicing Fee to be paid to the Servicer
               on such Distribution Date is. . . . . . . . . . . $    65,349.19
                                                                 --------------

          (b)  The amount of the aggregate Monthly
               Subrogation Amount to be paid to the
               Master Administrator on such
               Distribution date is. . . . . . . . . . . . . . . $     -0-  
                                                                 --------------
          
          (c)  The amount of the Monthly Administrator
               Fee to be paid to the Master Administrator
               on such Distribution Date is. . . . . . . . . . . $    15,161.38
                                                                 --------------


5
<PAGE>

          (d)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes interest on the Investor
               Certificates at the Certificate Rate,
               including any Shortfall so allocable is . . . . . $    52,204.59
                                                                 --------------

          (e)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes payments in
               reduction of principal with respect
               to the Investor Certificates is . . . . . . . . . $   660,992.16
                                                                 --------------

          (f)  The total amount of the distribution
               to be made on such Distribution Date
               to the Investor Certificateholders [d+e] is . . . $   713,196.75
                                                                 --------------

          (g)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes interest on the Seller
               Certificate at the Certificate Rate is. . . . . . $     6,608.90
                                                                 --------------

          (h)  The amount of the aggregate distribution
               to be made on such Distribution Date
               which constitutes a reduction of principal
               with respect to the Seller Certificate is . . . . $   155,846.77
                                                                 --------------

          (i)  The amount to be deposited (withdrawn)in 
               the Cash Reserve Account is . . . . . . . . . . . $   (63,098.11)
                                                                 --------------

          (j)  The amount to be retained in the
               Collection Account with respect to
               the Reinvestment Amount and the 
               Partial Payment Amount is . . . . . . . . . . . . $    63,302.66
                                                                 --------------

          (k)  The amount to be disbursed to the
               Seller Certificateholder (other than the
               amounts referred to in (g) and (h) is . . . . . . $    63,098.11
                                                                 --------------

          (l)  The total amount of the
               distribution to be made to the
               Seller Certificateholders [g+h+k] is. . . . . . . $   225,553.77
                                                                 --------------


6
<PAGE>

     14.  INVESTOR AND SELLER CERTIFICATE PRINCIPAL BALANCE (END OF DUE PERIOD).

          (a)  The Investor Certificate Principal Balance
               as of June 30, 1998 (after giving
               effect to the disbursements in reduction
               of principal, if any, on the immediately
               preceding Distribution Date) was. . . . . . . . . $ 8,976,778.69
                                                                 --------------

          (b)  The Seller Certificate Principal
               Balance as of June 30, 1998 (after
               giving effect to the disbursements in
               reduction of principal, if any, on the
               immediately preceding Distribution 
               Date or the effect of the computation
               of the Individual Sold Balance relating
               to the purchase of additional Auto 
               Loans during the Interest-Only Period
               in accordance with the terms of the
               Pooling and Servicing Agreement) was. . . . . . . $ 1,064,258.23
                                                                 --------------

</TABLE>

     15.  EVENTS OF ADMINISTRATOR TERMINATION.

          No event has occurred and is continuing which constitutes an
          Event of Administrator Termination or would constitute an
          Event of Administrator Termination but for the requirement
          that notice be given or time elapse or both [except as disclosed
          on the attached Annex A].


7
<PAGE>

          IN WITNESS WHEREOF, the undersigned has duly executed and delivered
this certificate this 15th day of July 1998.


                               NYLIFE SFD Holding INC.
                               as Master Administrator



                              By: /s/ Scott Drath
                                 ---------------------------------
                                 Name:  Scott Drath
                                 Title:    Vice President


8
<PAGE>

                                       ANNEX A
                                          TO
                             MASTER ADMINISTRATOR REPORT
                                 DATED July 15, 1998


                     EVENT OF MASTER ADMINISTRATOR TERMINATION

                                        None


9
<PAGE>

                                       ANNEX B
                                          TO
                             MASTER ADMINISTRATOR REPORT
                                 DATED July 15, 1998


          In addition to the information required by items 4-16 of the Master
Administrator Report the following information is to be included in the report
delivered to Investor Certificateholders pursuant to Section 7.05 of the Pooling
and Servicing Agreement:


     1.   AGGREGATE PRINCIPAL BALANCE OF THE AUTO LOANS.

          As of June 30, 1998 [the close of business on the last day of the Due 
          Period]

<TABLE>
<CAPTION>
     Number of Days               Number of                Aggregate Principal
       Delinquent                 Auto Loans              Balance of Auto Loans
     --------------               ----------              ---------------------
<S>                               <C>                     <C>
      current (0-29)                    1033                        $ 7,105,190
            30 - 59                      101                            753,757
            60 - 89                       36                            287,970
           90 - 120                       28                            182,834
           over 120                      780                          4,499,444
                                  ----------                     --------------
                                                                               
     Totals:                           1,978                        $12,829,195
                                  ----------                     --------------
                                  ----------                     --------------

</TABLE>

          Aggregate Principal Balance of Defaulted
          Auto Loans at June 30, 1998 . . . . . . . . . . . . . .    (2,854,997)
                                                                 --------------

          Aggregate Principal Balance allocable
           to Certificateholders . . . . . . . . . . . . . . . . $    9,974,198
                                                                 --------------
                                                                 --------------


10
<PAGE>

2.        Total Amounts Collected during the Due
          PERIOD AND DEPOSITED INTO THE COLLECTION ACCOUNT.

          (a)  The total amount of Payments collected
               on the Auto Loans and deposited into the
               Collection Account for the Due Period was . . . . $   615,007.63
                                                                 --------------

          (b)  The total amount of Recoveries on
               Defaulted Auto Loans collected on the
               Auto Loans and deposited into the
               Collection Account for the Due Period was . . . . $   325,563.60
                                                                 --------------

          (c)  The total amounts collected on the Auto
               Loans and deposited into the Collection
               Account for the Due Period was [a+b]. . . . . . . $   940,571.23
                                                                 --------------


11
<PAGE>

     3.   DEFAULTED AUTO LOANS.

          Auto Loans that became Defaulted Auto Loans during the Due Period:

<TABLE>
<CAPTION>
               Number of            Aggregate Principal
               Auto Loans          Balance of Auto Loans
               ----------          ---------------------
<S>                                <C>
                  29                $295,826.13
</TABLE>

     4.   The information specified in item 13(d) through (f)
          STATED ON THE BASIS OF $1,000 INITIAL PRINCIPAL AMOUNT.
          The Certificate Rate is 6.5%

         (a)   The amount of the aggregate distribution to
               be made on such Distribution Date which
               constitutes interest on the Investor Certificates
               at the Certificate Rate, including any
               Shortfall so allocable stated on the basis of
               $1,000 Initial Principal Amount is  . . . . . . . $     1.580999
                                                                 --------------

         (b)   The amount of the aggregate distribution
               to be made on such Distribution Date which
               constitutes payments in reduction of principal
               with respect to the Investor Certificate on the
               basis of $1,000 Initial Principal Amount is   . . $    20.017933
                                                                 --------------

         (c)   The total amount of the distribution to be
               made on such Distribution Date to the Investor
               Certificateholders on the basis of $1,000
               Initial Principal Amount is   . . . . . . . . . . $    21.598932
                                                                 --------------


12
<PAGE>

                                      ANNEX C
                                         TO
                            MASTER ADMINISTRATOR REPORT
                                DATED July 15, 1998

          Calculation of Required Cash Reserve Amount as of the July 20, 1998
Distribution Date.

          (i)  The Investor Certificate Principal Balance equals $9,637,770.85

          (ii) Required Reserve Percentage equals 10%.

         (iii) The Required Cash Reserve Amount equals (the product of (i) and
               (ii)) $963,777.09

          For purposes of this Annex C, the following term shall have the
following meaning:


     "REQUIRED RESERVE PERCENTAGE" MEANS:

          (a)  for any Payment Date on which there is not an uncured
               Reserve Requirement Event, 5%;

          (b)  if the Three-Month Delinquency Ratio for any Due Period
               exceeds 4% (a "Three Month Delinquency Test"), the
               Required Reserve Percentage on each succeeding Payment
               Date shall be 10%; provided, however, that if, for any Due
               Period following the third Due Period following the
               occurrence of a Three Month Delinquency Test, the Three


13
<PAGE>

               Month Delinquency Ratio is less than 4% (a "Three Month
               Delinquency Cure"), the provisions of this clause (b) shall
               no longer apply until another Three Month Delinquency Test
               occurs;

          (c)  if the Delinquency Ratio for any Due Period exceeds 6% (a
               "Delinquency Test"), the Required Reserve Percentage on each
               succeeding Payment Date shall be 10%; provided, however, that
               if, for any Due Period following the third Due Period following
               the occurrence of the less than 6% (a "Delinquency Cure"), the
               provisions of this clause (c) shall no longer apply until another
               Delinquency Test occurs;

          (d)  if the Gross Loss Ratio for any Due Period exceeds 18%
               (a "Loss Test"), the Required Reserve Percentage on each
               succeeding Payment Date shall be 10%; provided, however,
               that if, for any Due Period following the third Due Period
               following the occurrence of the Loss Test, the Three Month
               Gross Ratio is less than 18% (a "Loss Cure"), the provisions
               of this clause (d) shall no longer apply until another Test
               occurs;

          (e)  if the Three-Month Gross Loss Ratio for any Due Period exceeds
               14.5% (a "Three Month Loss Test"), the Required Reserve
               Percentage on each succeeding Payment Date shall be 10%;


14
<PAGE>

               provided however, that if, for any Due Period following the
               occurrence of a Three Month Loss Test, the Three Month
               Gross Loss Ratio is less than 14.5% (a "Three Month
               Loss Cure"), the provisions of this clause (e) shall no
               longer apply until another Three Month Loss Test 
               occurs.

          (f)  if 20% of more of eligible claims of the Auto Loans
               Protection Policy are not paid by the Insurance Companies
               within the time specified therein, the Required Reserve
               Percentage on each succeeding Payment Date shall
               be 10% as of the close of business on the last day
               of the preceding Due Period;


15
<PAGE>

                                 NAFCO AUTO TRUST - 3
                                JULY 20TH DISTRIBUTION
                                      ANNEX C.1
<TABLE>
<S><C>
1.   DELINQUENCY RATIO:                                                   RATIOS
                                                                          ------

     June Principal Balance 60+ days (net)    =    2,198,297.83     =     17.14%
     -----------------------------------------    -------------
      June Aggregate Principal Balance            12,829,195.52

2.   THREE MONTH DELINQUENCY RATIO:

     Sum of April - June Principal Balances
                 60+ days (net)                =   7,060,450.22     =     17.31%
     -----------------------------------------    -------------
     Sum of April - June Principal Balances       40,799,184.08

3.   GROSS LOSS RATIO:

     Twelve times the:
          June Principal Balance of Defaulted
               Auto Loans repossessed          =     225,674.52     =     21.11%
     -----------------------------------------    -------------
           June Aggregate Principal Balance       12,829,195.52

4.   THREE MONTH GROSS LOSS RATIO:

     Twelve times the:
    Sum of April - June Principal Balances
        of Defaulted Auto Loans repossessed    =     612,695.14     =     18.02%
     -----------------------------------------    -------------
    Sum of April - June Principal Balances        40,799,184.08


5.   ALPI CLAIMS PAYMENT TEST:

         Aggregate Principal Balance of
     ALPI Claims not paid within timeframe     =   1,205,669.00     =     54.21%
     -----------------------------------------    -------------
      Principal Balance of Eligible Claims         2,224,054.34
</TABLE>


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