BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC
8-K, 1999-01-21
ASSET-BACKED SECURITIES
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<PAGE>

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                      SECURITIES AND EXCHANGE ACT OF 1934


Date of Report:  January 21, 1999
- ---------------------------------
(Date of earliest event reported)

                BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC.
         --------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

          DELAWARE                     333-61783                 3411414
(State or Other Jurisdiction   (Commission File Number)     (I.R.S. Employer 
     of Incorporation)                                     Identification No.)

                      245 Park Avenue, New York, NY 10167
                      -----------------------------------
                    (Address of principal executive offices)

         Registrant's telephone number, including area code: (212) 272-2000

ITEM 5.  OTHER EVENTS

         Attached as Exhibit 99.2 to this Current Report are certain materials
(Collateral and Structural Term Sheets and Computational Materials) furnished
to the Registrant by Bear, Stearns & Co. Inc. (the "Underwriter") in connection
with the Registrant's proposed offering of certain classes of its Commercial
Mortgage Pass-Through Certificates, Series 1999-C1 (the "Certificates"). The
Certificates will be offered pursuant to a Prospectus and related Prospectus
Supplement (together, the "Prospectus") which will be filed with the Commission
pursuant to Rule 424 under the Securities Act of 1933, as amended (the "Act").
The offering of the Certificates will be registered pursuant to the Act under
the Registrant's Registration Statement on Form S-3 (No. 333-61783) (the
"Registration Statement"). These Collateral and Structural Term Sheets and
Computational Materials will be incorporated by reference in the Registration
Statement.

         The Collateral and Structural Term Sheets and Computational Materials
were prepared solely by the Underwriter, and the Registrant did not prepare or
participate in the preparation thereof.

         Any statement or information contained in the Collateral and
Structural Term Sheets and Computational Materials may be modified or
superseded by subsequent similar materials or, for purposes of the Prospectus
and the Registration Statement by statements or information contained in the
Prospectus.

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

(a) Not applicable.

(b) Not applicable.

(c) Exhibits

Exhibit 99.2  Collateral and Structural Term Sheets and Computational Materials.

<PAGE>

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

                                       BEAR STEARNS COMMERCIAL MORTGAGE
                                         SECURITIES INC.


                                       By: /s/ James G. Reichek
                                          -------------------------------------
                                           Name:  James G. Reichek
                                           Title: Executive Vice President

Date: January 21, 1999

                                       2
<PAGE>

                                 EXHIBIT INDEX

Item 601(a) of Regulation S-K

Exhibit No.                       Description                              Page
- -----------                       -----------                              ----

99.2          Collateral and Structural Term Sheets and Computational Materials










                                       3


<PAGE>

STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES AND OTHER
                                  INFORMATION

The information contained in the attached materials (the "Information") may
include various forms of performance analysis, security characteristics and
securities pricing estimates for the securities addressed. Please read and
understand this entire statement before utilizing the Information. The
Information is provided solely by Bear Stearns, not as agent for any issuer,
and although it may be based on data supplied to it by an issuer, the issuer
has not participated in its preparation and makes no representations regarding
its accuracy or completeness. Should you receive Information that refers to the
"Statement Regarding Assumptions and Other Information", please refer to this
statement instead.

The Information is illustrative and is not intended to predict actual results
which may differ substantially from those reflected in the Information.
Performance analysis is based on certain assumptions with respect to
significant factors that may prove not to be as assumed. You should understand
the assumptions and evaluate whether they are appropriate for your purposes.
Performance results are based on mathematical models that use inputs to
calculate results. As with all models, results may vary significantly depending
upon the value of the inputs given. Inputs to these models include but are not
limited to: prepayment expectations (econometric prepayment models, single
expected lifetime prepayments or a vector of periodic prepayments), interest
rate assumptions (parallel and nonparallel changes for different maturity
instruments), collateral assumptions (actual pool level data, aggregated pool
level data, reported factors or imputed factors), volatility assumptions
(historically observed or implied current) and reported information (paydown
factors, rate resets and trustee statements). Models used in any analysis may
be proprietary making the results difficult for any third party to reproduce.
Contact your registered representative for detailed explanations of any
modelling techniques employed in the Information.

The Information addresses only certain aspects of the applicable security's
characteristics and thus does not provide a complete assessment. As such, the
Information may not reflect the impact of all structural characteristics of the
security, including call events and cash flow priorities at all prepayment
speeds and/or interest rates. You should consider whether the behavior of these
securities should be tested at assumptions different from those included in the
Information. The assumptions underlying the Information, including structure
and collateral, may be modified from time to time to reflect changed
circumstances. Any investment decision should be based only on the data in the
prospectus and the prospectus supplement or private placement memorandum
(Offering Documents) and the then current version of the Information. Offering
Documents contain data that is current as of their publication dates and after
publication may no longer be complete or current. Contact your registered
representative for Offering Documents, current Information or additional
materials, including other models for performance analysis, which are likely to
produce different results, and any further explanation regarding the
Information.

Any pricing estimates Bear Stearns has supplied at your request (a) represent
our view, at the time determined, of the investment value of the securities
between the estimated bid and offer levels, the spread between which may be
significant due to market volatility or illiquidity, (b) do not constitute a
bid by any person for any security, (c) may not constitute prices at which the
securities could have been purchased or sold in any market, (d) have not been
confirmed by actual trades, may vary from the value Bear Stearns assigns any
such security while in its inventory, and may not take into account the size of
a position you have in the security, and (e) may have been derived from matrix
pricing that uses data relating to other securities whose prices are more
readily ascertainable to produce a hypothetical price based on the estimated
yield spread relationship between the securities.

General Information: The date underlying the Information has been obtained from
sources that we believe are reliable, but we do not guarantee the accuracy of
the underlying data or computations based thereon. Bear Stearns and/or
individuals thereof may have positions in these securities while the
Information is circulating or during such period may engage in transactions
with the issuer or its affiliates. We act as principal in transactions with
you, and according, you must determine the appropriateness for you of such
transactions and address any legal, tax or accounting considerations applicable
to you. Bear Stearns shall not be a fiduciary or advisor unless we have agreed
in writing to receive compensation specifically to act in such capacities. If
you are subject to ERISA, the Information is being furnished on the condition
that it will not forma primary basis for any investment decision. The
Information is not a solicitation of any transaction in securities which may be
made only by prospectus when required by law, in which event you may obtain such
prospectus from Bear Stearns.

<PAGE>

                                  BEAR STEARNS
                  COMMERCIAL MORTGAGE SECURITIES INC. 1999 - C1

                    $ 439.8 MM PUBLICLY OFFERED CERTIFICATES
                          SEQUENTIAL PAY REMIC CLASSES

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------
                                       INITIAL AGGREGATE                                 APPROX.
                                          CERTIFICATE      APPROX.      APPROX.         PRINCIPAL
           RATINGS        CREDIT           BALANCE OR      DOLLAR      WEIGHTED          WINDOW       
  CLASS  S&P/MOODY'S     SUPPORT        NOTIONAL AMOUNT    PRICE     AVERAGE LIFE*       (YRS.)*      
- ------------------------------------------------------------------------------------------------------
<S>        <C>            <C>             <C>             <C>             <C>         <C>             
A-1        AAA/Aaa        22.50%          $89,632,000     101.50%         5.5         03/99 - 05/08   
- ------------------------------------------------------------------------------------------------------
A-2        AAA/Aaa        22.50%         $280,821,086     101.50%        9.75         05/08 - 02/09   
- ------------------------------------------------------------------------------------------------------
B          AA/Aa2         17.50%          $23,900,199     101.50%        11.10        02/09 - 07/12   
- ------------------------------------------------------------------------------------------------------
C           A/A2          13.75%          $17,925,149     101.00%        14.34        07/12 - 09/13   
- ------------------------------------------------------------------------------------------------------
D          ***/Baa         9.25%          $21,510,179      93.10%        14.67        09/13 - 10/13   
- ------------------------------------------------------------------------------------------------------
E         ***/Baa3         8.00%           $5,975,050      86.40%        14.68        10/13 - 10/13   
- ------------------------------------------------------------------------------------------------------
X**, F-K   Not Offered
- ------------------------------------------------------------------------------------------------------
</TABLE>
*     ASSUMING NO PREPAYMENTS (OTHER THAN ON THE ANTICIPATED REPAYMENT DATE, IF
      ANY), MODIFICATIONS, LOSSES, EXTENSIONS, CLEAN-UP CALLS AND THAT ALL LOANS
      BALLOON AT MATURITY OR ANTICIPATED REPAYMENT DATE.
**    THE PASS-THROUGH RATE ON THE CLASS X CERTIFICATES IS EQUAL TO THE EXCESS,
      IF ANY, OF (I) THE WEIGHTED AVERAGE OF THE NET MORTGAGE RATES ON THE
      MORTGAGE LOANS AS OF THE CUT-OFF DATE OVER (II) THE WEIGHTED AVERAGE OF
      THE PASS-THROUGH RATES OF THE OTHER CLASSES.
***   NOT RATED BY S&P.
Note: ALL PUBLICLY OFFERED CLASSES WILL BE PRICED OFF OF THE INTERPOLATED
      TREASURY CURVE.



   SETTLEMENT DATE:          On or about February 10, 1999.

   COLLATERAL:               113 Mortgage Loans with an aggregate Cut-Off Date
                             balance of $478,003,982; approximately 26.37%
                             multifamily, 21.72% office, 21.30% retail, 8.99%
                             mixed-use, 8.97% hotel, 7.18% industrial, 5.47%
                             various other asset classes.
   LOAN SELLER:              Bear, Stearns Funding, Inc.

   WA DSCR / LTV:            1.71x  /  61.58% at the Cut-Off Date (47.94% at 
                             Maturity).

   CALL PROTECTION:          100% of the Mortgage Loans are protected by 
                             Lockout and/or Yield Maintenance.

   SERVICER:                 GE Capital Loan Services, Inc.

   SPECIAL SERVICER:         GE Capital Realty Group, Inc.

   UNDERWRITER:              Bear, Stearns & Co. Inc.


              TRADING:                                COMMERCIAL MORTGAGE:
JIM HIGGINS/KEITH FLOOD/CRAIG SEDMAK                 JIM REICHEK/RANDY REIFF
           (212) 272-5451                         (212) 272-2345/(212) 272-3049



- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.

<PAGE>

BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1


TABLE OF CONTENTS

                                                            PAGE

         I  CREDIT SUPPORT STRUCTURE                           1

        II  TRANSACTION SUMMARY                                2

       III  CERTIFICATE STRUCTURE SUMMARY                    3-5

        IV  MORTGAGE LOAN/COLLATERAL SUMMARY                7-10

         V  TEN LARGEST LOANS                              11-13

        VI  PREPAYMENT PREMIUMS & YIELD MAINTENANCE        14-16

       VII  INDIVIDUAL MORTGAGE LOAN INFORMATION           17-22

      VIII  PRICE/YIELD TABLES                             23-27



- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.

<PAGE>

BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1

                                                                              1
CREDIT SUPPORT STRUCTURE


<TABLE>
<CAPTION>
        INITIAL                                     PRINCIPAL AND       INITIAL                                 CLASS SIZE AS A
         CREDIT                                       INTEREST        CERTIFICATE       INITIAL RATINGS      PERCENT OF AGGREGATE
        SUPPORT      INTEREST-ONLY CERTIFICATES     CERTIFICATES        BALANCE           S&P/MOODY'S        CUT-OFF DATE BALANCE
        <S>          <C>                            <C>               <C>               <C>                  <C>
         22.50%                                       Class A-1          $89,632,000     ("AAA"/"Aaa")              18.75%
         22.50%                                       Class A-2         $280,821,086     ("AAA"/"Aaa")              58.75%
         17.50%                                        Class B           $23,900,199      ("AA"/"Aa2")               5.00%
         13.75%                Class X                 Class C           $17,925,149       ("A"/"A2")                3.75%
         9.25%              $478,003,982               Class D           $21,510,179      (NR/"Baa2")                4.50%
         8.00%        (Initial Notional Amount)        Class E            $5,975,050      (NR/"Baa3")                1.25%
         5.25%               NOT OFFERED               Class F           $13,145,110      Not Offered                2.75%
         4.25%                                         Class G            $4,780,040      Not Offered                1.00%
         3.50%                                         Class H            $3,585,030      Not Offered                0.75%
         1.50%                                         Class I            $9,560,080      Not Offered                2.00%
         1.00%                                         Class J            $2,390,020      Not Offered                0.50%
          N/A                                          Class K            $4,780,040      Not Offered                1.00%
</TABLE>







                            BEAR, STEARNS & CO. INC.


- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.


<PAGE>

BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1

                                                                              2

TRANSACTION SUMMARY


      DEPOSITOR:                     Bear Stearns Commercial Mortgage 
                                     Securities Inc.

      OFFERED CERTIFICATES:          Class A-1 and Class A-2 (together the 
                                     "Class A Certificates"), Class B, Class C,
                                     Class D, Class E.

      LOAN SELLER:                   Bear, Stearns Funding, Inc.

      RATING AGENCIES:               Standard & Poor's Ratings Services, a 
                                     division of the McGraw-Hill  Companies,  
                                     Inc. ("S&P") / Moody's Investor Services
                                     ("Moodys").

      LEGAL STRUCTURE:               Sequential pay REMIC classes rated AAA/Aaa
                                     through NR/Baa3 offered.

      CUT-OFF DATE:                  February 1, 1999.

      SETTLEMENT DATE:               On or about February 10, 1999.

      DISTRIBUTION DATE:             Monthly on the 14th or the next business
                                     day.  The first Distribution Date will 
                                     occur in March 1999.

      DELAY DAYS:                    13.

      SERVICER:                      GE Capital Loan Services, Inc.

      SPECIAL SERVICER:              GE Capital Realty Group, Inc.

      TRUSTEE:                       LaSalle National Bank.

      ERISA:                         Classes A-1, and A-2 may qualify for 
                                     certain exemptions from the plan asset 
                                     rules of ERISA.

      SMMEA ELIGIBILITY:             Classes A-1, A-2 and B will constitute 
                                     "mortgage related securities" within the
                                     meaning of the Secondary Mortgage Market
                                     Enhancement Act of 1984 ("SMMEA").

      OPTIONAL TERMINATION:          1% Clean-Up Call.

      CERTIFICATE REGISTRATION:      Each Class of Offered Certificates will be
                                     represented by one or more global 
                                     Certificates  registered in the name of 
                                     Cede & Co., as nominee of the DTC.

      PRICING SPEED:                 0% CPR (assuming the  Anticipated  
                                     Repayment Date ("ARD") Loan prepays on its
                                     Anticipated  Repayment Date).

      UNDERWRITER:                   Bear, Stearns & Co. Inc.


- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.

<PAGE>


BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1

                                                                              3
CERTIFICATE STRUCTURE SUMMARY

    DISTRIBUTION OF               The Available  Distribution Amount will be 
    PRINCIPAL AND INTEREST:       applied as follows:  (i) accrued and unpaid 
                                  interest to the Class A-1, A-2 and Class X
                                  Certificates, pro rata; (ii) principal to the
                                  Class A Certificates in reduction of their
                                  Certificate Balances: first to the Class A-1
                                  Certificates, then to the Class A-2
                                  Certificates in each case until their
                                  respective principal balances have been
                                  reduced to zero (provided that the Class B
                                  Certificates remain outstanding, otherwise,
                                  pro rata); (iii) Collateral Support Deficit
                                  payments to the class A certificates, pro
                                  rata, until all unreimbursed amounts thereof
                                  allocated to such certificates have been
                                  reimbursed in full; (iv) accrued and unpaid
                                  interest to the Class B Certificates; (v)
                                  principal to the Class B Certificates until
                                  the Class B Certificate Balance has been
                                  reduced to zero; (vi) Collateral Support
                                  Deficit to the Class B certificates, pro rata,
                                  until all unreimbursed amounts thereof
                                  allocated to such certificates have been
                                  reimbursed in full; and (vii) distributions of
                                  interest and then principal sequentially to
                                  the Class C through K Certificates in the same
                                  manner as the Class B Certificates described
                                  above. See page S-10 of the preliminary
                                  Prospectus Supplement.

    ALLOCATION OF LOSSES:         Losses from any Mortgage Loan will generally
                                  be allocated in reverse alphabetical order
                                  starting with Class K. Any losses allocable
                                  to the Class A Certificates will be
                                  allocated pro rata. See page S-78 of the
                                  preliminary Prospectus Supplement.

    REPORTS TO                    The Paying Agent will  furnish  each  
    CERTIFICATEHOLDERS:           Certificateholder,  Bloomberg,  L.P.,  the 
                                  Trepp Group and Charter Research Corporation
                                  with information regarding: (i) distributions
                                  of principal, interest and prepayment premiums
                                  on each Class of Certificates; (ii) the amount
                                  of P & I Advances, (iii) outstanding Mortgage
                                  Loan and Certificate Balances; (iv)
                                  delinquency and prepayment data; (v) and the
                                  amount of any Appraisal Reductions.

                                  The Servicer will provide a financial market
                                  publisher quarterly with certain current
                                  information with respect to the Mortgaged
                                  Properties, including current and original net
                                  operating income, debt service coverage ratios
                                  based upon borrowers' annual operating
                                  statements and occupancy rates, to the extent
                                  the Servicer has received such information
                                  from the borrowers pursuant to the related
                                  Mortgage Loan documents. Certificateholders
                                  may, at their own expense, obtain the same
                                  information from the Servicer by request. See
                                  page S-82 of the preliminary Prospectus
                                  Supplement.

    REPRESENTATIONS AND           The Mortgage Loan Seller will make certain  
    WARRANTIES:                   representations  and warranties with respect 
                                  to each Mortgage Loan. See page S-58 of the
                                  preliminary Prospectus Supplement.


- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.


<PAGE>

BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1
                                                                              4

CERTIFICATE STRUCTURE SUMMARY (CONTINUED)

      SERVICER ADVANCING:         The Servicer will be required to make (i) 
                                  P & I Advances (excluding principal Balloon
                                  Payments and any excess interest from the ARD
                                  Loan) and (ii) Servicing Advances through
                                  liquidation of the related Mortgage Loan,
                                  unless such Advances are determined by the
                                  Servicer to be Nonrecoverable Advances, and,
                                  in the case of P & I Advances, subject to the
                                  effect of any Appraisal Reductions that may
                                  occur. See page S-79 of the preliminary
                                  Prospectus Supplement.

      SPECIAL SERVICER            When a Mortgage Loan is more than 60 days 
      RESPONSIBILITIES:           delinquent, or upon the occurrence of certain
                                  other events, the Servicer will transfer its
                                  servicing responsibilities to the Special
                                  Servicer. Material loan extensions and
                                  modifications will be carried out by the
                                  Special Servicer prior to servicing transfer.
                                  The Special Servicer has the flexibility to
                                  modify Loans, subject to the Servicing
                                  Standards set forth in the Pooling and
                                  Servicing Agreement and subject to certain
                                  other limitations described therein. See page
                                  S-95 of the preliminary Prospectus Supplement.

      APPRAISAL                   An appraisal will be obtained by
      REDUCTIONS:                 the Special Servicer if a Mortgage Loan
                                  becomes 120 days delinquent, or upon the
                                  occurrence of certain other events. An
                                  Appraisal Reduction may result, which would
                                  have the effect of reducing the amount of P &
                                  I Advances made by the Servicer and the voting
                                  rights of the most subordinate Class of
                                  Certificates then outstanding. See page S-81
                                  of the preliminary Prospectus Supplement.

      PREPAYMENT                  100% of the Mortgage Loans  generally have 
      RESTRICTIONS:               protection  against  voluntary  prepayment  
                                  during their terms. 91.3% are locked out until
                                  their respective maturity dates (or, with
                                  respect to the ARD Loan, Anticipated Repayment
                                  Date), 1.3% require the payment of Yield
                                  Maintenance Charges until maturity. 5.3% are
                                  locked out until one to six months prior to
                                  maturity during which there are no
                                  restrictions on voluntary prepayment, the
                                  remaining 2.2% have Yield Maintenance until
                                  one to three months prior to maturity during
                                  which there are no restrictions on voluntary
                                  prepayment. See page S-40 of the preliminary
                                  Prospectus Supplement.

      LOCKOUT/ DEFEASANCE:        Loans representing 91.3% of the Initial Pool 
                                  Balance prohibit all voluntary prepayments
                                  during the loan term. 5.3% of the Initial Pool
                                  Balance is located out until one to six months
                                  prior to maturity during which there are no
                                  restrictions on voluntary prepayment The terms
                                  of these loans representing, in the aggregate,
                                  96.6% of the Initial Pool Balance grant the
                                  related borrower the option at any time,
                                  commencing generally three to four years after
                                  the date of origination, to substitute
                                  non-callable U.S. Treasury obligations for the
                                  Mortgaged Property and to obtain the release
                                  of the related Mortgage on the Mortgaged
                                  Property. Such U.S. Treasury obligations must
                                  provide for payments on or before each Due
                                  date and the Maturity Date in an amount at
                                  least equal to the amounts payable on each
                                  such date under the terms of the related
                                  Mortgaged Loan. No Yield Maintenance Charge or
                                  Prepayment Premium will be payable in
                                  connection with the release of a Mortgaged
                                  Property as described above. See page S-41 of
                                  the preliminary Prospectus Supplement.



- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.


<PAGE>

BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1

                                                                              5
CERTIFICATE STRUCTURE SUMMARY (CONTINUED)



<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
                           SUMMARY OF CALL PROTECTION
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                                                      PERCENTAGE OF
                                                                                 NUMBER OF     AGGREGATE CUT-OFF      INITIAL POOL
                               CALL PROTECTION                                     LOANS          DATE BALANCE           BALANCE
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                              <C>            <C>                    <C>
Locked-out through Maturity Date                                                    104          $436,231,516               91.26%
Locked-out through 1-3 months prior to Maturity Date                                 6             21,134,775                4.42
Locked-out through 4-6 months prior to Maturity Date                                 1              4,184,392                0.88
Lock-out/yield maintenance through Maturity Date                                     1              5,986,157                1.25
Lock-out/yield maintenance through 1-3 months prior to Maturity Date                 1             10,467,142                2.19
- ------------------------------------------------------------------------------------------------------------------------------------
TOTAL                                                                               113          $478,003,982              100.00%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>



- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.


<PAGE>


BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1

                                                                              6



THE INFORMATION CONTAINED HEREIN WILL BE SUPERSEDED BY THE DESCRIPTION OF THE
COLLATERAL IN THE PROSPECTUS SUPPLEMENT



- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.


<PAGE>

BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1
                                                                              7

MORTGAGE LOAN/COLLATERAL SUMMARY


MORTGAGE POOL:                   The Mortgage Pool will consist of 83 
                                 commercial, 27 multifamily and three
                                 manufactured housing community fixed-rate
                                 Mortgage Loans with an Initial Pool Balance of
                                 approximately $478,003,982 See pages S-36
                                 through S-68 for more information on the
                                 Mortgage Loans. All statistics presented below
                                 and on the following pages are approximate and
                                 are based on the assumed composition of the
                                 Mortgage Pool.

CUT-OFF BALANCE:                 $478,003,982.

AVERAGE LOAN SIZE:               $4,230,124.

WA COUPON:                       7.1383%.

WA DSC:                          1.71x.

WA LTV AT CUT-OFF:               61.58%.

WA LTV AT MATURITY:              47.94%.

PROPERTY LOCATIONS:              Properties are located in 27 states with the 
                                 largest concentrations in California (27.06%),
                                 New York (13.79%), and Connecticut (9.48%).

LARGEST LOANS:                   The largest Mortgage Loan represents
                                 approximately 4.36% of the Initial Pool
                                 Balance; the three largest Mortgage Loans
                                 represent 11.06%; the ten largest Mortgage
                                 Loans represent 25.54%.

SPONSOR CONCENTRATIONS:          Two groups of Mortgage  Loans made to 
                                 affiliated borrowers each represent 6.7% of the
                                 Initial Pool Balance. There are no other
                                 sponsor concentrations in excess of 5% of the
                                 Initial Pool Balance.

REMAINING TERMS TO MATURITY:     Approximately 1.31% of the Mortgage Loans have
                                 remaining terms to maturity/ARD varying
                                 between 71-100 months, 72.56% of the Mortgage
                                 Loans have remaining terms to maturity/ARD
                                 varying between 101-120 months, 22.28% of the
                                 Mortgage Loans have remaining terms to
                                 maturity/ARD varying between 161-180, and the
                                 remaining 3.84% of the mortgage Loans have
                                 remaining terms to maturity/ARD varying
                                 between 181-240 months. There is one ARD loan
                                 which represents 0.94% of the Initial Pool
                                 Balance.

WA LOAN MATURITY:                Approximately 134 months.

BALLOON PAYMENTS:                Approximately 92.01% of the Mortgage Loans
                                 require balloon payments at maturity or, in
                                 the case of one loan representing
                                 approximately 0.94% of the Initial Pool
                                 balance, the Anticipated Repayment Date; the
                                 remaining 7.04% of the Mortgage Loans are
                                 fully amortizing.

INTEREST ACCRUAL PERIOD:         Approximately  98.96% of the Mortgage Loans 
                                 accrue interest on a Actual/360 basis; the
                                 remaining 1.04% of the Mortgage Loans accrue
                                 interest on an 30/360 basis;


- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.

<PAGE>
BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1

                                                                              8
MORTGAGE LOAN/COLLATERAL SUMMARY (CONTINUED)

<TABLE>
<CAPTION>
    -----------------------------------------------------------------------------------------------------------
                                           TYPE OF MORTGAGED PROPERTIES
    -----------------------------------------------------------------------------------------------------------
                                                           AGGREGATE CUT-OFF DATE     PERCENTAGE OF INITIAL
            PROPERTY TYPE             NUMBER OF LOANS             BALANCE                  POOL BALANCE
    -----------------------------------------------------------------------------------------------------------
    <S>                               <C>                  <C>                        <C>
    Multifamily                              27                 $126,035,635                     26.37%
    Office                                   19                  103,834,592                    21.72
    Retail, Anchored                         16                   72,431,441                    15.15
    Mixed-Use                                11                   42,949,005                     8.99
    Hotel                                    11                   42,856,126                     8.97
    Industrial/Warehouse                     11                   34,338,418                     7.18
    Retail, Unanchored                       10                   29,404,871                     6.15
    Manufactured Housing                     3                     7,006,375                     1.47
    Theater                                  1                     6,373,243                     1.33
    Ministorage                              2                     5,386,065                     1.13
    Multiple Property Type                   1                     3,896,489                     0.82
    Congregate Care                          1                     3,491,722                     0.73
    -----------------------------------------------------------------------------------------------------------
    TOTAL                                   113                 $478,003,982                     100.00%
    -----------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
    -----------------------------------------------------------------------------------------------------------
                                             MORTGAGE LOANS BY STATE
    -----------------------------------------------------------------------------------------------------------
                                        NUMBER OF          AGGREGATE CUT-OFF DATE     PERCENTAGE OF INITIAL
               STATE                   PROPERTIES                 BALANCE                  POOL BALANCE
    -----------------------------------------------------------------------------------------------------------
    <S>                                <C>                 <C>                        <C>
    California                             33                   $129,356,158                    27.06%
    New York                               16                     65,927,878                    13.79
    Connecticut                            6                      45,301,636                     9.48
    Pennsylvania                           12                     37,070,587                     7.76
    New Jersey                             8                      31,960,986                     6.69
    22 Other States                        48                    168,386,737                    35.23
    -----------------------------------------------------------------------------------------------------------
    TOTAL                                 123                   $478,003,982                   100.00%
    -----------------------------------------------------------------------------------------------------------
</TABLE>


<TABLE>
<CAPTION>
    -----------------------------------------------------------------------------------------------------------
                                  RANGE OF MORTGAGE RATES AS OF THE CUT-OFF DATE
    -----------------------------------------------------------------------------------------------------------
             RANGE OF                                      AGGREGATE CUT-OFF DATE     PERCENTAGE OF INITIAL
          MORTGAGE RATES             NUMBER OF LOANS              BALANCE                  POOL BALANCE
    -----------------------------------------------------------------------------------------------------------
    <S>                              <C>                   <C>                        <C>
        5.7500% to 6.2500%                 8                     $34,074,930                     7.13%
        6.2501% to 6.5000%                 9                      30,021,274                     6.28
        6.5001% to 6.7500%                 11                     47,806,225                    10.00
        6.7501% to 7.0000%                 25                    114,450,520                    23.94
        7.0001% to 7.2500%                 21                     82,695,929                    17.30
        7.2501% to 7.5000%                 11                     60,447,198                    12.65
        7.5001% to 7.7500%                 8                      37,734,208                     7.89
        7.7501% to 8.0000%                 6                      28,840,397                     6.03
        8.0001% to 8.2500%                 5                      21,123,640                     4.42
        8.2501% to 8.7500%                 8                      17,786,670                     3.72
        8.7501% to 9.2500%                 1                       3,022,991                     0.63
    -----------------------------------------------------------------------------------------------------------
    TOTAL                                 113                   $478,003,982                   100.00%
    -----------------------------------------------------------------------------------------------------------
</TABLE>


      THE WEIGHTED AVERAGE MORTGAGE RATE AS OF THE CUT-OFF DATE IS 7.1383%.

- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.


<PAGE>



BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1

                                                                              9

    MORTGAGE LOAN/COLLATERAL SUMMARY (CONTINUED)



<TABLE>
<CAPTION>
    -----------------------------------------------------------------------------------------------------------
                                          RANGE OF CUT-OFF DATE BALANCES
    -----------------------------------------------------------------------------------------------------------
                 RANGE OF                 
               CUT-OFF DATE                                         AGGREGATE          PERCENTAGE OF INITIAL
                 BALANCES                 NUMBER OF LOANS      CUT-OFF DATE BALANCE         POOL BALANCE
    -----------------------------------------------------------------------------------------------------------
    <S>                                   <C>                  <C>                     <C>
    $0 to $999,999                               1                    $737,992                    0.15%
    $1,000,000 to $1,9999,999                   23                  36,846,086                    7.71
    $2,000,000 to $3,999,999                    42                 125,339,541                   26.22
    $4,000,000 to $5,999,999                    27                 127,707,288                   26.72
    $6,000,000 to $7,999,999                    11                  73,269,841                   15.33
    $8,000,000 to $9,999,999                     3                  28,348,930                    5.93
    $10,000,000 to $11,999,999                   3                  32,873,415                    6.88
    $14,000,000 to $15,999,999                   1                  14,100,000                    2.95
    $16,000,000 to $17,999,999                   1                  17,947,055                    3.75
    $20,000,000 to $24,999,999                   1                  20,833,835                    4.36
    -----------------------------------------------------------------------------------------------------------
                  TOTAL                         113               $478,003,982                  100.00%
    -----------------------------------------------------------------------------------------------------------
</TABLE>

                               THE AVERAGE CUT-OFF DATE BALANCE IS $4,230,124.




<TABLE>
<CAPTION>
    -----------------------------------------------------------------------------------------------------------
                           RANGE OF DEBT SERVICE COVERAGE RATIOS AS OF THE CUT-OFF DATE
    -----------------------------------------------------------------------------------------------------------
             RANGE OF                                       AGGREGATE CUT-OFF DATE     PERCENTAGE OF INITIAL
               DSCRS                 NUMBER OF LOANS               BALANCE                 POOL BALANCE
    -----------------------------------------------------------------------------------------------------------
          <S>                        <C>                    <C>                        <C>
          1.25x to 1.29x                    1                      $6,965,929                    1.46%
          1.30x to 1.34x                    6                      45,034,634                    9.42
          1.35x to 1.39x                   10                      36,940,495                    7.73
          1.40x to 1.44x                   11                      43,835,382                    9.17
          1.45x to 1.49x                   13                      53,251,355                   11.14
          1.50x to 1.59x                   12                      64,790,803                   13.55
          1.60x to 1.69x                   17                      71,081,878                   14.87
          1.70x to 1.79x                    7                      30,997,261                    6.48
          1,80x to 1.89x                   11                      33,306,123                    6.97
          1.90x to 1.99x                    3                      10,958,628                    2.29
          2.00x to 2.49x                   13                      46,877,893                    9.81
          2.50x to 2.99x                    7                      28,678,443                    6.00
          3.00x to 6.49x                    2                       5,285,158                    1.11
    -----------------------------------------------------------------------------------------------------------
               TOTAL                       113                   $478,003,982                  100.00%
    -----------------------------------------------------------------------------------------------------------
</TABLE>




           THE WEIGHTED AVERAGE DSCR AS OF THE CUT-OFF DATE IS 1.71X.



- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.


<PAGE>


BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1
                                                                             10

MORTGAGE LOAN/COLLATERAL SUMMARY (CONTINUED)


<TABLE>
<CAPTION>
      -----------------------------------------------------------------------------------------------------------
                                      RANGE OF LTV RATIOS AS OF THE CUT-OFF DATE

      -----------------------------------------------------------------------------------------------------------
               RANGE OF                                       AGGREGATE CUT-OFF DATE     PERCENTAGE OF INITIAL
              LTV RATIOS               NUMBER OF LOANS               BALANCE                 POOL BALANCE
      -----------------------------------------------------------------------------------------------------------
           <S>                          <C>                   <C>                         <C>
           10.01% to 30.00%                   3                      $4,647,278                    0.97%
           30.01% to 40.00%                   9                      34,471,169                    7.21
           40.01% to 45.00%                   5                      19,154,963                    4.01
           45.01% to 50.00%                   3                      13,421,489                    2.81
           50.01% to 55.00%                  12                      37,293,000                    7.80
           55.01% to 60.00%                  14                      79,801,169                   16.69
           60.01% to 65.00%                  19                      71,869,653                   15.04
           65.01% to 70.00%                  17                      89,316,200                   18.69
           70.01% to 75.00%                  23                      97,394,957                   20.38
           75.01% to 80.00%                   8                      30,634,104                    6.41
      -----------------------------------------------------------------------------------------------------------
                 TOTAL                       113                   $478,003,982                  100.00%
      -----------------------------------------------------------------------------------------------------------
</TABLE>

              THE WEIGHTED AVERAGE LTV AS OF THE CUT-OFF DATE IS 61.58%.


<TABLE>
<CAPTION>
      -----------------------------------------------------------------------------------------------------------
                              RANGE OF LTV RATIOS AS OF THE MORTGAGE LOAN MATURITY DATES

      -----------------------------------------------------------------------------------------------------------
           RANGE OF MATURITY                                AGGREGATE CUT-OFF DATE      PERCENTAGE OF INITIAL
              LTV RATIOS              NUMBER OF LOANS               BALANCE                  POOL BALANCE
      -----------------------------------------------------------------------------------------------------------
       <S>                            <C>                    <C>                        <C>
            0.00% to 10.00%                 10                     $33,673,613                      7.04%
           10.01% to 20.00%                  2                       7,813,268                     1.63
           20.01% to 30.00%                  4                       9,319,668                     1.95
           30.01% to 35.00%                  5                      18,144,607                     3.80
           35.01% to 40.00%                  7                      35,194,734                     7.36
           40.01% to 45.00%                  9                      32,823,134                     6.87
           45.01% to 50.00%                 13                      51,184,079                    10.71
           50.01% to 55.00%                 18                      90,689,373                    18.97
           55.01% to 60.00%                 28                     123,631,284                    25.86
           60.01% to 65.00%                 11                      40,828,565                     8.54
           65.01% to 70.00%                  6                      34,701,658                     7.26
      -----------------------------------------------------------------------------------------------------------
                 TOTAL                      113                   $478,003,982                     100.00%
      -----------------------------------------------------------------------------------------------------------
</TABLE>

           THE WEIGHTED AVERAGE LTV AS OF THE MATURITY DATE IS 47.94%.


<TABLE>
<CAPTION>
      -----------------------------------------------------------------------------------------------------------
                                          RANGE OF REMAINING TERM IN MONTHS*

      -----------------------------------------------------------------------------------------------------------
       RANGE OF REMAINING TERMS                             AGGREGATE CUT-OFF DATE      PERCENTAGE OF INITIAL
                (MOS.)                NUMBER OF LOANS               BALANCE                  POOL BALANCE
      -----------------------------------------------------------------------------------------------------------
       <S>                            <C>                   <C>                         <C>
               71 to 100                     3                      $6,283,988                      1.31%
              101 to 120                    79                     346,859,756                    72.56
              161 to 180                    29                     106,505,753                    22.28
              181 to 240                     2                      18,354,485                     3.84
      -----------------------------------------------------------------------------------------------------------
                 TOTAL                      113                   $478,003,982                    100.00%
      -----------------------------------------------------------------------------------------------------------
</TABLE>
      * Calculated with respect to the Anticipated Repayment Date for the ARD 
        Loan.

THE WEIGHTED AVERAGE REMAINING TERM TO MATURITY AS OF THE CUT-OFF DATE IS 134 
MONTHS.


- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.


<PAGE>


BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1

                                                                             11
TEN LARGEST MORTGAGE LOANS

<TABLE>
<CAPTION>
                                                                                 WEIGHTED AVERAGES
                                                     ---------------------------------------------------------------------------
                         
                          AGGREGATE     PERCENTAGE                  STATED        REMAINING              CUT-OFF      LTV RATIO
                           CUT-OFF      OF INITIAL   MORTGAGE      REMAINING     AMORT. TERM             DATE LTV        AT
     PROPERTY NAME       DATE BALANCE  POOL BALANCE    RATE      TERM (MO.)*      (MOS.)        DSCR      RATIO       MATURITY*
- ------------------------ ------------- ------------- ----------- -------------- -------------- --------- ----------- -----------
<S>                       <C>           <C>           <C>         <C>             <C>           <C>       <C>         <C>
Founders Plaza & Tower 14 $20,833,835       4.36%      7.4550%        115            355        1.33x        67.64%      59.88%
Stonecrest                 17,947,055       3.75       6.7050%        116            356        1.55x        59.82%      51.92%
Clemens Place Apartments   14,100,000       2.95       7.6050%        120            360        1.46x        67.14%      59.46%
South Bay Marketplace      11,567,888       2.42       6.9350%        116            356        1.40x        74.63%      65.16%
Eden Center                10,838,385       2.27       7.0000%        232            232        2.65x        33.87%       1.12%
Clarendon Apartments       10,467,142       2.19       6.8125%        116            356        1.68x        62.30%      53.52%
Best Western Seven Seas     9,500,000       1.99       7.9400%        120            240        1.53x        56.21%      39.55%
Hamilton Station Apts       9,466,781       1.98       6.0150%        176            356        1.70x        67.62%      49.55%
Washington Commons          9,382,149       1.96       7.3500%        117            357        1.32x        75.66%      66.72%
240 West 35th Street        7,996,605       1.67       8.1500%        119            359        1.42x        57.12%      51.28%
- ------------------------ ------------- ------------- ----------- -------------- -------------- --------- ----------- -----------
TOTAL/WEIGHTED AVERAGE   $122,099,839      25.54%     7.1809%         132            337        1.58X        62.68%      50.98%
</TABLE>

* Calculated with respect to the Anticipated Repayment Date for the ARD Loan.


FOUNDERS PLAZA AND TOWER 14 ($20,833,834.70). This Mortgage Loan is secured by
two cross-collateralized and cross-defaulted mortgages. One such mortgage was in
the original amount of $15,000,000 and is secured by Founders Plaza, two
adjacent office buildings built on 20.2 acres of land in 1972 in East Hartford,
Connecticut (the "Founders Property"). The other mortgage was in the original
amount of $5,900,000, and is secured by Tower 14, a 251,683 square foot office
building built on 3.8 acres of land in 1973 in the Northfield Center in
Southfield, Michigan (the "Tower 14 Property"). The Cut-Off Date LTV is 67.64%
based on a July 1998 appraised value of $30,800,000, of which amount $21,500,000
was attributable to the Founders Property and $9,300,000 to the Tower 14
Property. DSCR based on Underwritten Net Cash Flow is 1.33x. The borrower has
the right to uncross the mortgages after February 1, 1999, provided, among other
requirements, that the loan maintains a 75% LTV and a 1.38x DSCR. Additional
debt is secured by these properties on a pari passu basis with the Mortgage
Loan.

         The Founders Property is comprised of two buildings. 111 Founders Plaza
         is a 19 story, 242,106 square foot building whose major tenants are
         Phoenix Home Life Mutual Insurance Company leasing 44,882 square feet
         of net rentable area ("NRA") under a lease expiring May 2002 and Sprint
         Corporation (13,958 NRA) under a lease expiring September 2008. 111
         Founders Plaza was 92% occupied as of December 11, 1998. 99 Founders
         Plaza, a 3 story, 148,000 square foot building, is occupied 100% by
         Fleet National Bank under a lease expiring December 2006 and is used as
         a regional lock box facility.

         The Tower 14 Property is a 14 story, 251,683 square foot building whose
         major tenants are Health Alliance Plan ("HAP"), the managed health care
         provider for General Motors, Ford and Chrysler, (60,626 NRA) under a
         lease expiring January 1999, Lutheran Social Service (37,201 NRA) under
         a lease expiring December 2007 and DAC of the United Methodist Church
         (9,736 NRA) under a lease expiring September 2000. The borrower has
         provided the mortgagee with a $1,000,000 irrevocable site draft letter
         of credit issued by Bank of America until HAP either renews its lease
         or the HAP space is leased to a tenant, and pursuant to terms approved
         by lender. The letter of credit may be drawn upon by Lender to make
         principal and interest payments due under the Loan Agreement after a
         default by Borrower. The Tower 14 Property was 80.6% occupied as of
         November 30, 1998.


- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.

<PAGE>

BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1
                                                                             12

STONECREST ($17,947,054.90). This Mortgage Loan is secured by three low rise
office buildings totaling 215,503 square feet built in 1991 on 10.3 acres of
land in the Kearney Mesa section of San Diego, California. The buildings are 2,
3 and 6 stories. Stonecrest was 99.7% occupied as of November 2, 1998. Major
tenants are Lucent Technologies Inc. (16,345 NRA) under a lease expiring October
1999, Well Point Health Network, Inc. (Blue Cross of California) (26,521 NRA)
under a lease expiring September 2001, Paychex, Inc. (23,329 NRA) under a lease
expiring March 2001 and ITT Educational Services (39,534 NRA) under a lease
expiring February 2009. The Cut-Off Date LTV is 59.82% based on a September 1998
appraised value of $30,000,000. DSCR based on Underwritten Net Cash Flow is
1.55x.

CLEMENS PLACE APARTMENTS ($14,100,000.00). This Mortgage Loan is secured by 41
three and four story multifamily apartment buildings with 584 residential units
and two commercial units built between 1915 and 1971 and renovated in the early
1980s ("the Property"). The Property is located in the West End of Hartford,
Connecticut on 17.4 acres of land most of which is leased from the City of
Hartford pursuant to a ground lease expiring in 2079 and a portion of which is
held in fee simple. Clemens Place was 98.1% occupied as of October 1, 1998. The
Property benefits from two Section 8 HUD contracts covering 173 units (29.7% of
the total number of units). The Cut-Off Date LTV is 67.14% based on a July 1998
appraised value of $21,000,000. DSCR based on Underwritten Net Cash Flow is
1.46x.

SOUTH BAY MARKETPLACE ($11,567,888.28). This Mortgage Loan is secured by a strip
center consisting of seven one story buildings totaling 154,668 square feet
built in 1997 on 12.6 acres of land in San Diego, California. South Bay
Marketplace was 100% occupied as of January 6, 1999. The major tenants are Auto
Parts Club (42,560 NRA) under a lease expiring August 2008, Office Depot (30,686
NRA) under a lease expiring April 2012, Ross Stores (27,125 NRA) under a lease
expiring January 2008 and Family Bargain Center (15,024 NRA) under a lease
expiring May 2002. The Cut-Off Date LTV is 74.63% based on a October 1998
appraised value of $15,500,000. DSCR based on Underwritten Net Cash Flow is
1.40x.

EDEN CENTER ($10,838,384.65). This Mortgage Loan is secured by a shopping center
and mini-mall consisting of 206,647 square feet built in stages between 1961 and
1996 on 16.0 acres of land in Falls Church, Virginia. The major tenants are Ames
Department Stores (77,120 NRA) under a lease expiring July 2001 (subject to
three remaining options held by the tenant to extend for five years each at
below current market rates) and Olympus Gym (20,000 NRA) under a lease expiring
in February 2002. Eden Center was 89.6% occupied as of September 30, 1998. The
Cut-Off Date LTV is 33.87% based on a March 1998 appraised value of $32,000,000.
DSCR based on Underwritten Net Cash Flow is 2.65x.

CLARENDON APARTMENTS ($10,467,141.83). This Mortgage Loan is secured by a
17-story, 128 residential unit, apartment building located at 247 East 28th
Street on 0.319 acres of land in the Kipps Bay area of Manhattan. The borrower
completed construction of the property in 1979. In addition to the multifamily
rental units, the property contains a ground floor retail store currently leased
and occupied by a Duane Reade drug store (3,850 NRA). As of November 1998, the
property was 100% occupied. The Cut-Off date LTV is 62.3% based on an April 1998
appraised value of $16,800,000. The DSCR based on Underwritten Net Cashflow is
1.68x.

BEST WESTERN SEVEN SEAS LODGE ($9,500,000.00). This Mortgage Loan is secured by
a 307 room, full service Best Western hotel situated in the Mission Valley
section of San Diego, California (the "Property"). The property was originally
constructed in 1967 and was substantially upgraded in 1995-1997. The six
building development encompasses 91,335 square feet on 12.0 acres of land, and
includes a 140 seat restaurant/coffee shop, a 50 seat cocktail lounge and an
outdoor pool. The borrower's leasehold interest in the property exists by virtue
of a ground lease which matures in August 2048. The property was 83.12% occupied
during the 12 month period ending October 31, 1998. The Cut-Off Date LTV is
56.2% based on an appraised value of $16,900,000 as of September 15, 1998. DSCR
based on Underwritten Net Cash Flow is 1.53x.

HAMILTON STATION APARTMENTS ($9,466,781.34). This Mortgage Loan is secured by 17
two and three story multifamily apartment buildings with 284 residential units
built in three stages in 1985, 1986 and 1987 (the "Property"). The Property is
located in Columbus, Georgia on 27.5 acres of land. Hamilton Station was 95.1%
occupied as of December 22, 1998. The Cut-Off Date LTV is 67.62% based on a June
1998 appraised value of $14,000,000. DSCR based on Underwritten Net Cash Flow is
1.70x.




- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.

<PAGE>

BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1

                                                                             13
WASHINGTON COMMONS ($9,382,148.57). This Mortgage Loan is secured by a
neighborhood shopping center and a 26 unit apartment building (23,000 NRA) built
in 1997 on 6.6 acres of land in Dumont, New Jersey (the "Property"). The major
tenants are Grand Union (44,282 NRA) under a lease expiring October 2017, Health
Net (4,275 NRA) under a lease expiring June 2002 and Pet Valu (2,860 NRA) under
a lease expiring October 2002. The property was 100% occupied as of September 1,
1998. The Cut-Off Date LTV is 75.66% based on a July 1998 appraised value of
$12,400,000. DSCR based on Underwritten Net Cash Flow is 1.32x.

240 WEST 35TH STREET ($7,996,604.59). This Mortgage Loan is secured by a 160,279
square foot, 17 story office building situated on a 0.23 acres of land in New
York City (the "Property"). The Property was originally developed in 1925 as a
loft building catering to the garment industry and was subsequently converted to
office use. As of December 1, 1998, the Property was 92.0% occupied. Major
tenants include Mary McFadden (15,100 NRA) under a lease expiring June 2002, One
Notch Up (8,500 NRA) under a lease expiring May 2004 and Emuna (8,100 NRA) under
a lease expiring November 2000. The Cut-Off Date LTV is 57.12% based on an
appraised value of $14,000,000. DSCR based on Underwritten Net Cash Flow is
1.42x.



- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.

<PAGE>


BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1
                                                                             14
PREPAYMENT PREMIUMS AND YIELD MAINTENANCE CHARGES

RESTRICTIONS:                    100% of the Mortgage Loans generally have
                                 protection against voluntary prepayment during
                                 their terms. 91.26% are locked out until their
                                 respective maturity dates (or, with respect to
                                 the ARD Loan, Anticipated Repayment Date),
                                 1.25% require the payment of Yield Maintenance
                                 Charges until maturity. 5.30% are locked out
                                 until one to six months prior to maturity
                                 during which there are no restrictions on
                                 voluntary prepayment, the remaining 2.19% have
                                 Yield Maintenance until one to three months
                                 prior to maturity during which there are no
                                 restrictions on voluntary prepayment.

ALLOCATION OF YIELD              On any Distribution  Date, Yield  Maintenance
MAINTENANCE CHARGES:             Charges collected during the related Due Period
                                 will be distributed by the Paying Agent on the
                                 classes of Offered Certificates as follows: to
                                 each of the Class A, Class B, Class C, Class D
                                 and Class E Certificates, for each such Class
                                 an amount equal to the product of (a) a
                                 fraction, the numerator of which is the amount
                                 distributed as principal to such Class on such
                                 Distribution Date, and the denominator of which
                                 is the total amount distributed as principal to
                                 all classes of Certificates on such
                                 Distribution Date, (b) the Base Interest
                                 Fraction for the related principal prepayment
                                 and such class of Offered Certificates and (c)
                                 the aggregate amount of Yield Maintenance
                                 Charges collected on such principal prepayment
                                 during the related Due Period. Any Yield
                                 Maintenance Charges collected during the
                                 related Due Period remaining after such
                                 distributions will be distributed to the
                                 holders of the Class X Certificates.

                                 The "Base Interest Fraction" with respect to
                                 any principal prepayment on any Mortgage Loan
                                 and with respect to any class of Offered
                                 Certificates is a fraction (A) whose numerator
                                 is the greater of (x) zero and (y) the
                                 difference between (i) the Pass-Through Rate on
                                 such class of Offered Certificates and (ii) the
                                 Yield Rate used in calculating the Yield
                                 Maintenance Charge with respect to such
                                 principal prepayment and (B) whose denominator
                                 is the difference between (i) the Mortgage Rate
                                 on the related Mortgage Loan and (ii) the Yield
                                 Rate used in calculating the Yield Maintenance
                                 Charge with respect to such principal
                                 prepayment; provided, however, that under no
                                 circumstances shall the Base Interest Fraction
                                 be greater than one. If such Yield Rate is
                                 greater than the Mortgage Rate on the related
                                 Mortgage Loan, then the Base Interest Fraction
                                 shall equal zero.

                                 No Yield Maintenance Charges will be
                                 distributed to holders of the Class F, Class G,
                                 Class H, Class I, Class J, Class K or Residual
                                 Certificates; instead, after the Certificate
                                 Principal Balances of the Class A, Class B,
                                 Class C, Class D and Class E Certificates have
                                 been reduced to zero, all Yield Maintenance
                                 Charges will be distributed to holders of the
                                 Class X Certificates.


The following table and graph summarizes the amounts and percentages of the Pool
Balance which are subject to a Lockout Period, Yield Maintenance Charge or
Prepayment Premium on an annual basis over the life of the Trust (assuming no
loan prepayments, modifications, defaults or extensions).


- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.

<PAGE>

BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1
                                                                             15
     PERCENTAGE OF REMAINING POOL BALANCE SUBJECT TO PREPAYMENT RESTRICTIONS
                     (DOLLAR AMOUNTS EXPRESSED IN MILLIONS)

            REMAINING POOL BALANCE SUBJECT TO PREPAYMENT RESTRICTIONS

<TABLE>
<CAPTION>
                             LOCKOUT - NOT                      
      PERIOD                    PREPAYABLE        > 1% OR YM  PREPAYABLE WITHOUT PENALTY           TOTALS
                      --------------------------------------------------------------------------------------------------
                         $ (MM)         %       $ (MM)     %        $ (MM)       %     $ (MM)     %        % OF IPB
     -------------------------------------------------------------------------------------------------------------------
     <S>       <C>       <C>          <C>        <C>       <C>      <C>        <C>      <C>        <C>       <C> 
     CURRENT
     PERIOD    2/1/99    478.0        100.0        -       0.0         -        0.0      478.0      100.0        100.0
     YEAR 1    2/1/00    471.7        100.0        -       0.0         -        0.0      471.7      100.0         98.7
     YEAR 2    2/1/01    465.0        100.0        -       0.0         -        0.0      465.0      100.0         97.3
     YEAR 3    2/1/02    457.7        100.0        -       0.0         -        0.0      457.7      100.0         95.7
     YEAR 4    2/1/03    444.1         98.7       5.7      1.3         -        0.0      449.8      100.0         94.1
     YEAR 5    2/1/04    425.9         96.5      15.5      3.5         -        0.0      441.4      100.0         92.3
     YEAR 6    2/1/05    417.2         96.5      15.2      3.5         -        0.0      432.4      100.0         90.5
     YEAR 7    2/1/06    405.7         96.4      15.0      3.6         -        0.0      420.6      100.0         88.0
     YEAR 8    2/1/07    392.4         96.4      14.7      3.6         -        0.0      407.1      100.0         85.2
     YEAR 9    2/1/08    381.7         96.4      14.4      3.6         -        0.0      396.1      100.0         82.9
     YEAR 10   2/1/09     92.9         94.8       5.1      5.2         -        0.0       98.1      100.0         20.5
     YEAR 11   2/1/10     89.2         94.7       5.0      5.3         -        0.0       94.2      100.0         19.7
     YEAR 12   2/1/11     85.1         94.6       4.9      5.4         -        0.0       90.0      100.0         18.8
     YEAR 13   2/1/12     80.8         94.4       4.8      5.6         -        0.0       85.5      100.0         17.9
     YEAR 14   2/1/13     76.1         94.3       4.6      5.7         -        0.0       80.7      100.0         16.9
     YEAR 15   2/1/14      7.0        100.0        -       0.0         -        0.0        7.0      100.0          1.5
     YEAR 16   2/1/15      5.7        100.0        -       0.0         -        0.0        5.7      100.0          1.2
     YEAR 17   2/1/16      4.3        100.0        -       0.0         -        0.0        4.3      100.0          0.9
     YEAR 18   2/1/17      2.8        100.0        -       0.0         -        0.0        2.8      100.0          0.6
     YEAR 19   2/1/18      1.3        100.0        -       0.0         -        0.0        1.3      100.0          0.3
     YEAR 20   2/1/19       -           0.0        -       0.0         -        0.0         -      100.0          0.0
</TABLE>

As used above, "IPB" means Initial Pool Balance.
As used above, "UPB" means aggregate unpaid principal balance of all Mortgage
Loans. As used above, "YM" means Yield Maintenance.


- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.

<PAGE>


BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1
                                                                             16
                  PREPAYMENT PROTECTION ON THE MORTGAGE LOANS
                     (DOLLAR AMOUNTS EXPRESSED IN MILLIONS)


                                 [PLOT POINTS]

<TABLE>
<CAPTION>
        Lockout    > 1% or YM    Prepayable Without Penalty       Totals
      <S>      <C>            <C>                               <C>   <C>
      2/1/99   478             0                                0     478
      2/1/00   471.7           0                                0     471.7
      2/1/01   465             0                                0     465
      2/1/02   457.7           0                                0     457.7
      2/1/03   444.1           5.7                              0     449.8
      2/1/04   425.9          15.5                              0     441.4
      2/1/05   417.2          15.2                              0     432.4
      2/1/06   405.7          15                                0     420.6
      2/1/07   392.4          14.7                              0     407
      2/1/08   381.7          14.4                              0     396
      2/1/09    92.9           5.1                              0      98.1
      2/1/10    89.2           5                                0      94.2
      2/1/11    85.1           4.9                              0      90
      2/1/12    80.8           4.8                              0      85.5
      2/1/13    76.1           4.6                              0      80.7
      2/1/14     7             0                                0       7
      2/1/15     5.7           0                                0       5.7
      2/1/16     4.3           0                                0       4.3
      2/1/17     2.8           0                                0       2.8
      2/1/18     1.3           0                                0       1.3
      2/1/19     0             0                                0       0
</TABLE>


- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.

<PAGE>


BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1

                                                                             17
<TABLE>
<CAPTION>
                                                                           PROPERTY   NO. OF
 LOAN #         LOAN NAME           PROPERTY NAME        CITY      STATE     TYPE     PROPERTIES OCCUPANCY
- ------------------------------------------------------------------------------------------------------------
<S>      <C>                      <C>                <C>           <C>    <C>           <C>       <C>
11969    FOUNDERS PLAZA & TOWER 14                                        OFFICE          2
  11969A                         Founders Plaza      East Hartford CT     Office          1           95.1%
  11969B                         Tower 14            Southfield    MI     Office          1           80.6%
16464    Stonecrest              Stonecrest          San Diego     CA     Office          1           99.7%
9691     Clemens Place           Clemens Place       Hartford      CT     Multifamily     1           98.1%
         Apartments              Apartments
16462    South Bay Marketplace   South Bay           San Diego     CA     Retail,         1          100.0%
                                 Marketplace                              Anchored
8484     Eden Center             Eden Center         Falls Church  VA     Retail,         1           89.6%
                                                                          Anchored
16363    Clarendon Apartments    Claredon Apartments New York      NY     Multifamily     1          100.0%
17918    Best Western Seven Seas Best Western Seven  San Diego     CA     Hotel           1           83.1%
                                 Seas
8747     Hamilton Station        Hamilton Station    Columbus      GA     Multifamily     1           95.1%
         Apartments              Apartments
9529     Washington  Commons     Washington  Commons Dumont        NJ     Mixed-Use       1          100.0%
17820    240 West 35th Street    240 West 35th       New York      NY     Office          1           92.0%
                                 Street
9144     Regent Place Apartments Regent Place        Los Angeles   CA     Multifamily     1          100.0%
                                 Apartments
9100     PATIDAR HOTEL PORTFOLIO                                          HOTEL           4
   9100A                         Comfort Inn West    West          PA     Hotel           1           68.0%
                                 Middlesex           Middlesex
   9100B                         Comfort Inn Elyria  Elyria        OH     Hotel           1           68.5%
   9100C                         Days Inn Georgetown Georgetown    KY     Hotel           1           63.9%
   9100D                         Holiday Inn Medina  Medina        OH     Hotel           1           61.7%
16771    Central Park Mews       Central Park Mews   New York      NY     Multifamily     1           97.0%
9586     Gateway West Shopping   Gateway West        Dover         DE     Retail,         1           82.8%
         Center                  Shopping Center                          Anchored
11853    1380 University Avenue  1380 University     Bronx         NY     Multifamily     1           97.8%
                                 Avenue
8722     The Lakes Apartment     The Lakes           Columbus      GA     Multifamily     1           98.8%
         Complex                 Apartment Complex
9412     Crown Theater           Crown Theater       Trumbull      CT     Theater         1          100.0%
16718    Gateway Inn             Gateway Inn         Orlando       FL     Hotel           1           89.3%
8548     Hyde Park Office        Hyde Park Office    Doylestown    PA     Office          1          100.0%
         Condominiums            Condominiums
11931    580 Broadway            580 Broadway        New York      NY     Office          1           99.3%
12073    Stoneridge Corporate    Stoneridge          Uwchlan       PA     Office          1           96.6%
         Park                    Corporate Park
</TABLE>

                          (TABLE CONTINUED FROM ABOVE)


<TABLE>
<CAPTION>
CUT-OFF     % OF INITIAL POOL     GROSS MORTGAGE       MATURITY             CUT-OFF    MATURITY
BALANCE          BALANCE               RATE              DATE      DSCR       LTV         LTV 
- -------------------------------------------------------------------------------------------------
<S>             <C>                    <C>             <C>         <C>      <C>       <C>
$20,833,834.70    4.36%                7.4550%         09/01/08    1.33X    67.64%      59.88%


                  
 17,947,054.90    3.75%                6.7050%         10/01/08     1.55    59.82%      51.92%
                  
 14,100,000.00    2.95%                7.6050%         02/01/09     1.46    67.14%      59.46%
                  
 11,567,888.28    2.42%                6.9350%         10/01/08     1.40    74.63%      65.16%
                  
 10,838,384.65    2.27%                7.0000%         06/01/18     2.65    33.87%      1.12%
                  
 10,467,141.83    2.19%                6.8125%         10/01/08     1.68    62.30%      53.52%
                  
  9,500,000.00    1.99%                7.9400%         02/01/09     1.53    56.21%      39.55%
                  
  9,466,781.34    1.98%                6.0150%         10/01/13     1.70    67.62%      49.55%
                  
  9,382,148.57    1.96%                7.3500%         11/01/08     1.32    75.66%      66.72%
                  
  7,996,604.59    1.67%                8.1500%         01/01/09     1.42    57.12%      51.28%
                  
  7,516,100.56    1.57%                6.9100%         08/01/18     1.51    58.26%      1.87%
                  
  6,080,000.00    1.27%                7.6200%         02/01/09     2.18    58.13%      40.44%




                  
  6,978,073.89    1.46%                6.4600%         10/01/08     2.42    43.61%      37.60%
                  
  6,965,929.20    1.46%                7.1900%         09/01/08     1.28    64.26%      51.98%
                  
  6,479,346.66    1.36%                7.2500%         11/01/08     1.37    69.19%      55.95%
                  
  6,377,621.11    1.33%                6.0150%         10/01/13     1.63    73.73%      54.03%
                  
  6,373,242.79    1.33%                7.2500%         10/01/08     1.38    74.54%      60.35%
                  
  6,400,000.00    1.34%                8.2500%         02/01/09     1.76    53.33%      44.26%
                  
  6,083,091.08    1.27%                6.9300%         10/01/13     1.60    73.29%      56.05%
                  
  6,019,831.38    1.26%                7.1500%         01/01/14     2.27    37.62%      15.72%
                  
  5,986,156.80    1.25%                6.6000%         11/01/13     2.16    46.77%      35.20%
</TABLE>





- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.

<PAGE>


BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1

                                                                             18
<TABLE>
<CAPTION>
                                                                           PROPERTY   NO. OF 
 LOAN #         LOAN NAME           PROPERTY NAME        CITY      STATE     TYPE     PROPERTIES OCCUPANCY
- ------------------------------------------------------------------------------------------------------------
<S>      <C>                     <C>                 <C>           <C>    <C>          <C>         <C>
9291     Airport Thruway Plaza   Airport Thruway     Columbus      GA     Retail,         1           93.9%
                                 Plaza                                    Unanchored
16814    Timonium Crossing S.C.  Timonium Crossing   Timonium      MD     Retail,         1           94.8%
                                 S.C.                                     Unanchored
5193     Encino Medical Tower    Encino Medical      Encino        CA     Office          1           87.2%
                                 Tower
17735    42 W. 48th Street       42 W. 48th Street   New York      NY     Office          1          100.0%
6073     155 Spring Street       155 Spring Street   New York      NY     Mixed-Use       1           84.6%
11472    Ramada Inn & Holiday    Ramada Inn/Holiday  Brownsville   TX     Hotel           1           67.7%
         Inn                     Inn
16823    Simi Commerce Center    Simi Commerce       Simi Valley   CA     Industrial/     1           97.8%
                                 Center                                   Warehouse
11423    Tropicana Royale        Tropicana Royale    Las Vegas     NV     Multifamily     1           93.5%
         Apartments              Apartments
11516    Kingsbury Square        Kingsbury Square    Kingstown     MA     Retail,         1          100.0%
                                                                          Anchored
11721    Strathmore/Orkney       Strathmore/Orkney   Boston        MA     Multifamily     1           97.0%
         Realty Trust            Realty Trust
9056     Highlander Shopping     Highlander          Arcadia       CA     Retail,         1          100.0%
         Center                  Shopping Center                          Anchored
16561    Landmark West           Landmark West       Newton        NJ     Multifamily     1           98.2%
         Apartments              Apartments
16496    Hancock Plaza           Hancock Plaza       Phoenix       AZ     Retail,         1          100.0%
                                                                          Anchored
11839    Pitney Bowes            Pitney Bowes        Danbury       CT     Industrial/     1          100.0%
                                                                          Warehouse
9565     Washington Tower        Washington Tower    Dallas        TX     Office          1           93.2%
9513     Cohas Brook Shopping    Cohas Brook         Manchester    NH     Retail,         1          100.0%
         Center                  Shopping Center                          Anchored
8939     Sutter Square Galleria  Sutter Square       Sacramento    CA     Mixed-Use       1           96.5%
                                 Galleria
17637    HIGHLAND CHATEAU &                                               MULTIFAMILY     2
         SEWARD FLATS
  17637A                         Highland Chateau    Duluth        MN     Multifamily     1          100.0%
  17637B                         Seward Flats        Minneapolis   MN     Multifamily     1          100.0%
9709     Evergreen Valley Plaza  Evergreen Valley    San Jose      CA     Retail,         1           96.7%
                                 Plaza                                    Anchored
9424     Brookwood Mobile Home   Brookwood Mobile    West Fargo    ND     Manufactured    1           99.2%
         Park                    Home Park                                Housing
9556     Victoria Inn Apartments Victoria Inn        Longmont      CO     Multifamily     1           99.1%
                                 Apartments
16936    Mobius Management       Mobius Management   Rye           NY     Office          1          100.0%
         Systems                 Systems
12147    Kingman Square          Kingman Square      Kingman       AZ     Retail,         1           97.8%
                                                                          Anchored
</TABLE>



                          (TABLE CONTINUED FROM ABOVE)

<TABLE>
<CAPTION>
CUT-OFF     % OF INITIAL POOL      GROSS MORTGAGE       MATURITY             CUT-OFF    MATURITY
BALANCE          BALANCE                RATE              DATE      DSCR       LTV         LTV  
- -------------------------------------------------------------------------------------------------
<S>              <C>               <C>                <C>           <C>     <C>         <C>
5,784,051.28      1.21%                6.9600%         10/01/13     1.83    59.32%      45.43%
                  
5,596,985.92      1.17%                7.4750%         01/01/09     1.63    58.30%      51.50%
                  
5,550,946.67      1.16%                7.9700%         05/01/08     1.45    65.31%      57.53%
                  
5,496,817.11      1.15%                7.2500%         01/01/09     2.26    45.81%      40.23%
                  
5,478,561.51      1.15%                7.1250%         08/01/13     1.94    58.91%      45.47%
                  
5,354,937.81      1.12%                7.8000%         10/01/08     1.71    61.55%      50.64%
                  
5,039,855.62      1.05%                7.1400%         11/01/13     1.43    74.66%      57.59%
                  
4,987,126.66      1.04%                6.1500%         11/01/08     2.93    37.50%      32.02%
                  
4,977,854.14      1.04%                6.9600%         10/01/13     1.89    53.53%      33.93%
                  
4,972,654.50      1.04%                6.4000%         10/01/08     1.56    61.39%      47.71%
                  
4,679,984.89      0.98%                6.9500%         08/01/13     1.85    62.40%      47.84%
                  
4,596,973.85      0.96%                6.8300%         01/01/09     1.65    64.75%      56.25%
                  
4,501,162.50      0.94%                8.1500%         12/01/08     1.33    71.45%      64.19%
                  
4,394,971.78      0.92%                7.3000%         12/01/08     2.07    43.95%      38.68%
                  
4,284,147.62      0.90%                6.8600%         09/01/08     1.68    68.00%      59.30%
                  
4,275,391.78      0.89%                6.9600%         10/01/08     1.38    71.26%      57.00%
                  
4,240,876.43      0.89%                6.8850%         11/01/08     1.69    70.68%      61.59%
                  
4,222,597.28      0.88%                7.3050%         01/01/09     1.48    74.74%      65.73%


                  
4,220,657.19      0.88%                7.2300%         07/01/08     1.47    60.99%      53.78%
                  
4,211,360.45      0.88%                6.3400%         10/01/08     1.71    64.79%      55.68%
                  
4,184,392.31      0.88%                5.7600%         10/01/08     1.98    70.92%      59.95% 
                  
4,176,695.99      0.87%                7.6600%         12/01/13     1.30    58.83%      1.28%
                  
4,146,242.00      0.87%                7.9850%         12/01/08     1.33    73.06%      65.38%
</TABLE>


- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.

<PAGE>

BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1
                                                                             19

<TABLE>
<CAPTION>
                                                                           PROPERTY   NO. OF
 LOAN #         LOAN NAME           PROPERTY NAME        CITY      STATE     TYPE     PROPERTIES OCCUPANCY
- ------------------------------------------------------------------------------------------------------------
<S>      <C>                     <C>                 <C>           <C>    <C>            <C>        <C>
16826    Ventura Business Park   Ventura Business    Ventura       CA     Industrial/     1           87.2%
         II                      Park II                                  Warehouse
11506    Woodstream Apartments   Woodstream          Marlton       NJ     Multifamily     1           95.3%
                                 Apartments
11997    Kittridge Apartments    Kittridge           Van Nuys      CA     Multifamily     1          100.0%
                                 Apartments
12022    North Village           North Village       St. Cloud     MN     Multifamily     1          100.0%
         Apartments              Apartments
6561     Aborn Shopping Center   Aborn Shopping      San Jose      CA     Retail,         1           96.1%
                                 Center                                   Unanchored
11868    144 East 44th Street    144 East 44th       New York      NY     Office          1          100.0%
                                 Street
9491     Main Street Commons     Main Street Commons Bethlehem     PA     Mixed-Use       1           97.3%
11895    DIXON LANDING &                                                  MULTIPLE        2
         BRANHAM SELF STORAGE                                             PROPERTY
                                                                          TYPE
  11895A                         Dixon Landing       Milpitas      CA     Retail,         1           96.4%
                                 Center                                   Unanchored
  11895B                         Branham             San Jose      CA     Ministorage     1          100.0%
                                 Self-Storage
16830    Newbury Park Commerce   Newbury Park        Newbury Park  CA     Industrial/     1           98.6%
         Center                  Commerce Center                          Warehouse
12074    325 East Main Street    325 East Main       Newark        DE     Mixed-Use       1           92.9%
                                 Street
11102    1509 Glen Avenue        1509 Glen Avenue    Moorestown    NJ     Industrial/     1          100.0%
         Associates              Associates                               Warehouse
11552    Lake Hills Shopping     Lake Hills          Fairfield     CT     Mixed-Use       1           98.8%
         Center                  Shopping Center
8487     World Gym Plaza         World Gym Plaza     Northfield    NJ     Retail,         1          100.0%
                                                                          Unanchored
12075    123 East Main Street    123 East Main       Newark        DE     Mixed-Use       1           92.3%
                                 Street
11279    The Springs of          The Springs of      Scottsdale    AZ     Congregate      1           98.5%
         Scottsdale              Scottsdale                               Care
17138    Holiday Inn Express     Holiday Inn Express Allentown     PA     Hotel           1           74.5%
6019     525 Broadway            525 Broadway        Santa Monica  CA     Office          1          100.0%
17702    Camino Encinitas Plaza  Camino Encinitas    Encinitas     CA     Retail,         1           97.7%
                                 Plaza                                    Unanchored
11978    Timber Creek Apartments Timber Creek        Niles         OH     Multifamily     1           97.7%
                                 Apartments
12252    Narberth Hall           Narberth Hall       Narberth      PA     Multifamily     1          100.0%
         Apartments              Apartments
9125     Wyndmoor Garden         Wyndmoor Gardens    Chestnut Hill PA     Multifamily     1           97.7%
         Apartments
11207    Encanto Plaza           Encanto Plaza       Phoenix       AZ     Industrial/     1          100.0%
                                                                          Warehouse
</TABLE>


                          (TABLE CONTINUED FROM ABOVE)

<TABLE>
<CAPTION>
CUT-OFF     % OF INITIAL POOL     GROSS MORTGAGE       MATURITY             CUT-OFF    MATURITY
BALANCE          BALANCE               RATE              DATE      DSCR       LTV         LTV  
- -------------------------------------------------------------------------------------------------
<S>               <C>                 <C>             <C>           <C>    <C>          <C>
4,141,663.53      0.87%                7.1400%         11/01/13     1.45    67.90%      52.37%
                  
4,116,455.03      0.86%                6.8200%         07/01/08     1.46    77.67%      62.30%
                  
4,087,766.98      0.86%                6.6500%         10/01/08     1.57    78.01%      67.60%
                  
3,991,112.42      0.83%                6.7500%         11/01/08     1.61    66.52%      57.75%
                  
3,986,631.56      0.83%                6.9900%         11/01/08     1.83    50.79%      40.75%
                  
3,986,333.66      0.83%                6.8750%         11/01/08     1.53    53.15%      42.49%
                  
3,929,207.95      0.82%                7.3800%         09/01/13     1.56    72.76%      47.19%
                  
3,896,488.98      0.82%                7.6500%         01/01/09     1.61    60.32%      49.25%


                  
3,892,165.73      0.81%                7.1400%         11/01/13     1.45    71.42%      55.09%
                  
3,891,331.65      0.81%                6.7000%         12/01/08     1.37    79.41%      63.07%
                  
3,734,276.13      0.78%                7.0100%         08/01/08     1.66    70.46%      61.73%
                  
3,687,541.57      0.77%                6.1700%         10/01/08     2.73    40.97%      35.04%
                  
3,494,612.54      0.73%                8.3200%         12/01/08     1.44    68.52%      57.09%
                  
3,492,381.60      0.73%                6.8000%         12/01/08     1.39    79.83%      63.60%
                  
3,491,722.06      0.73%                6.5000%         11/01/08     3.70    34.74%      29.96%
                  
3,457,382.85      0.72%                8.3750%         01/01/09     1.61    62.86%      52.40%
                  
3,446,735.31      0.72%                6.7400%         06/01/08     1.65    50.03%      34.26%
                  
3,296,925.79      0.69%                7.5000%         01/01/09     1.53    64.02%      52.04%
                  
3,347,989.69      0.70%                7.1340%         01/01/14     1.86    51.51%      39.66%
                  
3,237,860.97      0.68%                6.4000%         11/01/08     1.46    74.61%      58.76%
                  
3,138,435.59      0.66%                6.7606%         09/01/08     1.38    73.85%      64.22%
                  
3,080,120.88      0.64%                7.2500%         08/01/08     1.37    71.63%      58.13%
</TABLE>



- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.

<PAGE>



BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1
                                                                             20
<TABLE>
<CAPTION>
                                                                            PROPERTY   NO. OF
 LOAN #         LOAN NAME           PROPERTY NAME        CITY      STATE      TYPE     PROPERTIES  OCCUPANCY
- ------------------------------------------------------------------------------------------------------------
<S>     <C>                      <C>                 <C>           <C>    <C>          <C>          <C>
17027    Budwey's Plaza          Budwey's Plaza      North         NY     Retail,          1          86.4%
         Shopping Center         Shopping Center     Tonawanda            Anchored
16820    Simi Business Park West Simi Business Park  Simi Valley   CA     Industrial/      1          97.0%
                                 West                                     Warehouse
12178    The Drexel Building     The Drexel Building Philadelphia  PA     Office           1         100.0%
16609    Simi Lock-up            Simi Lock-up        Simi Valley   CA     Ministorage      1          96.9%
11162    PINE BEIL PORTFOLIO                                              MULTIFAMILY      3
  11162A                         37 Charles Street   New York      NY     Multifamily      1         100.0%
  11162B                         234 East 81 Street  New York      NY     Multifamily      1         100.0%
  11162C                         105 East 37 Street  New York      NY     Multifamily      1         100.0%
12203    REX HAVEN & REX                                                  MULTIFAMILY      2
         TERRACE APARTMENTS
  12203A                         Rex Haven           Village of    FL     Multifamily      1         100.0%
                                 Apartments          Palm Springs
  12203B                         Rex Terrace         Village of    FL     Multifamily      1         100.0%
                                 Apartments          Palm Springs
11999    Holiday Inn Express     Holiday Inn Express Lathrop       CA     Hotel            1          78.9%
11116    Madison Plaza           Madison Plaza       Madison       NJ     Retail,          1          97.7%
                                                                          Anchored
11411    People's Storage        People's Self       Everett       WA     Ministorage      1          92.0%
                                 Storage
16393    Lomas Santa Fe Center   Lomas Santa Fe      San Diego     CA     Retail,          1          97.6%
                                 Center              County               Anchored
16498    Engine Supply Co        Engine Supply Co    Phoenix       AZ     Industrial/      1         100.0%
                                                                          Warehouse
9327     Green Countrie          Green Countrie      Philadelphia  PA     Multifamily      1          97.3%
         Apartments              Apartments
9382     Colonial Grand Pacific  Colonial Grand      Seattle       WA     Mixed-Use        1         100.0%
         Building                Pacific Building
11687    Windom Gables Townhomes Windom Gables       Minneapolis   MN     Multifamily      1          99.4%
                                 Townhomes
9422     Houma Kmart             Houma Kmart         Houma         LA     Retail,          1         100.0%
                                                                          Anchored
11845    Midtown Mall            Midtown Mall        Sanford       ME     Mixed-Use        1          98.7%
16829    Ventura Business Park   Ventura Business    Ventura       CA     Industrial/      1          94.0%
         III                     Park III                                 Warehouse
12033    Montclair Arms          Montclair Arms      Montclair     NJ     Multifamily      1         100.0%
         Apartments              Apartments
9280     The Arbor Plaza         The Arbor Plaza     Saginaw       MI     Retail,          1         100.0%
                                                                          Anchored
12253    Merion Court Apartments Merion Court        Bala Cynwyd   PA     Multifamily      1          98.0%
                                 Apartments
16957    200-204 Santa Monica    200-204 Santa       Santa Monica  CA     Mixed-Use        1         100.0%
         Blvd.                   Monica Blvd.
</TABLE>


                          (TABLE CONTINUED FROM ABOVE)


<TABLE>
<CAPTION>
CUT-OFF     % OF INITIAL POOL      GROSS MORTGAGE       MATURITY             CUT-OFF    MATURITY
BALANCE          BALANCE                RATE              DATE      DSCR       LTV         LTV  
- -------------------------------------------------------------------------------------------------
<S>            <C>                 <C>                 <C>         <C>      <C>         <C>
3,022,990.88      0.63%                8.8750%         01/01/09     1.41     58.13%     49.13%
                  
2,969,023.86      0.62%                7.1400%         11/01/13     1.42     74.23%     57.25%
                  
2,891,635.54      0.60%                6.7800%         10/01/08     1.64     68.85%     59.87%
                  
2,794,375.39      0.58%                7.1400%         11/01/13     2.76     43.66%     33.68%
                  
2,731,669.14      0.57%                7.0500%         08/01/08     1.50     71.32%     57.54%



                  
2,698,582.43      0.56%                7.5500%         01/01/09     1.47     72.93%     64.55%


                  
2,645,267.70      0.55%                7.7000%         12/01/08     1.80     68.71%     56.25%
                  
2,633,702.98      0.55%                6.5500%         09/01/08     2.57     30.27%     24.02%
                  
2,591,689.94      0.54%                7.2200%         11/01/08     1.59     64.79%     52.35%
                  
2,483,822.90      0.52%                6.9340%         05/01/13     1.49     66.64%     51.19%
                  
2,465,191.42      0.52%                7.7000%         11/01/05     1.38     73.37%     62.50%
                  
2,430,143.29      0.51%                6.8060%         07/01/06     2.44     55.42%     47.39%
                  
2,383,684.49      0.50%                7.4000%         01/01/09     1.61     63.56%     56.04%
                  
2,343,498.13      0.49%                6.4000%         10/01/08     1.69     39.32%      0.32%
                  
2,332,820.79      0.49%                7.3350%         07/01/08     1.50     68.61%     55.88%
                  
2,293,720.33      0.48%                8.0000%         11/01/08     1.41     66.48%     54.95%
                  
2,270,430.01      0.47%                7.1400%         11/01/13     1.42     72.08%     55.60%
                  
2,235,631.52      0.47%                7.3100%         12/01/08     1.37     72.12%     58.36%
                  
2,192,375.45      0.46%                6.8000%         11/01/13     1.40     78.30%     49.15%
                  
2,176,629.82      0.46%                6.5900%         09/01/08     1.45     77.05%     61.21%
                  
2,175,000.00      0.46%                7.1250%         02/01/09     2.03     51.79%     45.30%
</TABLE>



- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.

<PAGE>


BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1
                                                                             21
<TABLE>
<CAPTION>
                                                                            PROPERTY   NO. OF                  CUT-OFF
 LOAN #         LOAN NAME           PROPERTY NAME        CITY      STATE      TYPE     PROPERTIES  OCCUPANCY   BALANCE
- --------------------------------------------------------------------------------------------------------------------------
<S>      <C>                     <C>                 <C>           <C>    <C>           <C>        <C>        <C>
17417    Holiday Inn Express     Holiday Inn Express St.           OH     Hotel            1          70.0%  2,098,397.56
                                                     Clairsville                                             
17137    Comfort Inn - Black Mt. Comfort Inn -       Black         NC     Hotel            1          63.8%  1,898,579.04
                                 Black Mt.           Mountain                                                
17140    Comfort Inn - Concord   Comfort Inn -       Concord       CA     Hotel            1          78.2%  2,000,000.00
                                 Concord                                                                     
11647    3344 Castle Heights     3344 Castle         Los Angeles   CA     Multifamily      1         100.0%  1,995,211.18
         Apartments              Heights Apartments                                                          
17194    101 Broadway            101 Broadway        Santa Monica  CA     Mixed-Use        1         100.0%  1,994,550.49
                                                                                                             
11260    1630-38 12th Street     Radical Media       Santa Monica  CA     Office           1         100.0%  1,938,515.04
                                                                                                             
9072     Tully Road Shopping     Tully Road          San Jose      CA     Retail,          1         100.0%  1,838,389.58
         Center                  Shopping Center                          Unanchored                         
17704    Holiday Inn Express     Holiday Inn Express Chattanooga   TN     Hotel            1          67.0%  1,828,277.20
                                                                                                             
12257    Yellowstone Shopping    Yellowstone         Forest Hills  NY     Retail,          1         100.0%  1,798,796.56
         Center                  Shopping Center     (Queens)             Anchored                           
11851    Turnpike Shopping       Turnpike Shopping   Fairfield     CT     Retail,          1         100.0%  1,793,436.42
         Center                  Center                                   Anchored                           
11098    Lowden Gardens          Lowden Gardens      Long Branch   NJ     Multifamily      1          97.5%  1,767,185.64
                                                                                                             
11599    Sandy Plaza             Sandy Plaza         Portland      OR     Retail,          1          91.5%  1,671,981.15
                                                                          Unanchored                         
11265    Multi-Media Office      Multi-Media Office  Santa Monica  CA     Office           1         100.0%  1,639,515.29
                                                                                                             
5296     Comfort Inn             Comfort Inn         Holland       MI     Hotel            1          50.2%  1,593,283.73
                                                                                                             
17741    Silent Valley MHP       Silent Valley MHP   Lockhart      TX     Manufactured     1          93.2%  1,500,000.00
                                                                          Housing                            
12050    Hilltop Shopping Center Hilltop Shopping    Baltimore     MD     Retail,          1         100.0%  1,487,880.56
                                 Center                                   Unanchored                         
11639    MAI Chaimson            MAI Chaimson        Columbia      MD     Office           1         100.0%  1,465,783.38
         Headquarters            Headquarters                                                                
17187    North La Cienega        North La Cienega    West          CA     Retail,          1         100.0%  1,509,420.92
         Retail Center           Retail Center       Hollywood            Unanchored                         
11272    Fox Hill Park Offices   Fox Hills Park      Culver City   CA     Office           1          97.1%  1,395,446.43
                                 Offices                                                                     
11384    Fox Hill Garden Offices Fox Hill Garden     Culver City   CA     Office           1          89.5%  1,395,446.43
                                 Offices                                                                     
9328     Abbey House             Abbey House         Philadelphia  PA     Multifamily      1          96.5%  1,388,653.31
                                                                                                             
16956    Silicon Graphics        Silicon Graphics    Santa Monica  CA     Office           1         100.0%  1,300,000.00
                                                                                                             
6129     Santa Fe Center         Santa Fe Center     Phoenix       AZ     Industrial/      1          96.6%  1,295,673.80
                                                                          Warehouse                          
</TABLE>


                          (TABLE CONTINUED FROM ABOVE)


<TABLE>
<CAPTION>
% OF       
INITIAL    
POOL          GROSS MORTGAGE          MATURITY                    CUT-OFF   MATURITY
BALANCE            RATE                DATE              DSCR        LTV       LTV    
- ---------------------------------------------------------------------------------------
<S>             <C>                 <C>                 <C>        <C>      <C>
 0.44%           8.3400%              01/01/09           1.79      63.59%    52.96%
 0.40%           8.4200%              01/01/09           1.57      60.27%    50.31%
 0.42%           8.2700%              02/01/09           1.73      53.33%    44.29%
 0.42%           6.4500%              11/01/08           1.61      67.63%    58.25%
 0.42%           7.8000%              01/01/14           1.33      53.91%     1.19%
 0.41%           6.2100%              10/01/13           2.57      47.28%    34.98%
 0.38%           7.3600%              08/01/08           1.86      54.07%    44.02%
 0.38%           8.5000%              01/01/09           1.84      63.04%    50.25%
 0.38%           6.7750%              01/01/09           2.80      28.78%    24.96%
 0.38%           5.8400%              10/01/08           6.34      18.30%    15.50%
 0.37%           6.8200%              08/01/13           1.85      60.94%    46.45%
 0.35%           7.6600%              12/01/08           1.46      64.31%    52.58%
 0.34%           6.2100%              10/01/13           2.32      54.65%    40.43%
 0.33%           7.2300%              10/01/08           2.28      68.68%    55.57%
 0.31%           8.6200%              02/01/14           1.41      52.63%     1.39%
 0.31%           8.2500%              11/01/13           1.40      59.52%     1.48%
 0.31%           6.9400%              10/01/08           1.72      35.75%     0.33%
 0.32%           8.4100%              01/01/09           1.38      62.89%    56.80%
 0.29%           6.3100%              10/01/13           1.82      56.96%    42.33%
 0.29%           6.3100%              10/01/13           2.27      39.87%    29.63%
 0.29%           6.8060%              07/01/06           2.22      58.22%    49.79%
 0.27%           7.1250%              02/01/09           2.35      43.33%    37.91%
 0.27%           6.6900%              07/01/13           1.94      34.10%     0.60%
</TABLE>



- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.

<PAGE>

BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-C1
                                                                             22
<TABLE>
<CAPTION>
                                                                            PROPERTY   NO. OF
 LOAN #         LOAN NAME           PROPERTY NAME        CITY      STATE      TYPE     PROPERTIES
- -------------------------------------------------------------------------------------------------
<S>      <C>                     <C>                     <C>       <C>       <C>       <C>
8673     MEADOW VALLEY & VALLEY  MEADOW VALLEY & VALLEY STREAM MHP        MANUFACTURED     2
         STREAM MHP                                                       HOUSING
   8673A                         Meadow Valley       Unadilla      NY     Manufactured     1
                                                                          Housing
   8673B                         Valley Stream       Laurens       NY     Manufactured     1
                                                                          Housing
6131     Southwest Industrial    Southwest           Phoenix       AZ     Industrial/      1
         Center                  Industrial Center                        Warehouse
9436     3424 Simpson Ferry Road 3424 Simpson Ferry  Camp Allen    PA     Retail,          1
                                 Road                                     Unanchored
=================================================================================================
</TABLE>


                          (TABLE CONTINUED FROM ABOVE)




<TABLE>
<CAPTION>
                                  % OF INITIAL POOL      GROSS     MATURITY   DSCR     CUT-OFF   MATURITY
OCCUPANCY    CUT-OFF BALANCE           BALANCE       MORTGAGE RATE  DATE                  LTV       LTV
- ------------------------------------------------------------------------------------------------------------
<S>          <C>                  <C>                <C>           <C>        <C>      <C>       <C>
                                        0.27%           6.7000%    09/01/08   1.63      76.18%     66.16%
                    1,295,014.83
   97.4%
   97.4%
   94.0%                                0.22%           6.7050%    7/1/08     1.84      26.38%     0.24%
                    1,055,045.28
  100.0%                                0.15%           8.0300%    11/1/08    1.47      67.09%     55.50%
                      737,992.20
============================================================================================================
</TABLE>




- -------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING BEAR STEARNS' STATEMENT
REGARDING ASUMPTIONS AS TO SECURITIES, PRICING ESTIMAMTES, AND OTHER INFORMATION
("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS
INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN
A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no
representations as to the accuracy or completeness of the information contained
herein. The information contained herein is qualified in its entirety by the
information in the Prospectus and Prospectus Supplement for this transaction.
The information contained herein is preliminary as of the date hereof and will
be superseded by the applicable final Prospectus and Prospectus Supplement and
any other information subsequently filed with the Securities and Exchange
Commission. These materials are subject to change, completion, or amendment from
time to time without notice, and the Underwriters are under no obligation to
keep you advised of such changes. These materials are not intended as an offer
or solicitation with respect to the purchase or sale of any security. Any
investment decision with respect to the securities should be made by you based
upon the information contained in the final Prospectus Supplement and Prospectus
relating to the securities. You should consult your own counsel, accountant, and
other advisors as to the legal, tax, business, financial and related aspects of
a purchase of these securities.





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