BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC
8-K, 1999-06-10
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:   June 10, 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 99.1 to this Current Report are certain materials
(Collateral and Structural Term Sheets and Computational Materials) furnished to
the Registrant by Bear, Stearn & Co. Inc., Morgan Stanley & Co. Incorporated
and Norwest Investment Services, Inc. (collectively, the "Underwriters") in
connection with the Registrant's proposed offering of certain classes of its
Commercial Mortgage Pass-Through Certificates, Series 1999-WF2 (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 Underwriters, and the Registrant did not prepare or
participate in the preparation thereof.

         Any statement or information contained in the Collateral and Structural
Term Sheets or 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 99.1 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: June 10, 1999

                                       2
<PAGE>

                                  EXHIBIT INDEX

Item 601(a) of Regulation S-K

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

99.1               Collateral and Structural Term Sheets and
                   Computational Materials



                                       3


<PAGE>

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

        STRUCTURAL AND COLLATERAL TERM SHEETS AND COMPUTATIONAL MATERIALS
          BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. (DEPOSITOR)
         Commercial Mortgage Pass-Through Certificates, Series 1999-WF2

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

                                     Legend

         Prospective investors are advised to read carefully, and should rely
solely on, the information contained in the final prospectus supplement to the
prospectus dated August 18, 1998 relating to certain classes of certificates
referred to above (the "Certificates") in making their investment decision.

         The information contained in this Exhibit 99.1 should be reviewed only
in conjunction with a careful review of such prospectus supplement and
prospectus. Such information does not include any information relating to the
structure of the Certificates and does not include all relevant information
relating to the underlying Mortgage Loans. Particular attention should be paid
to the risks and special considerations associated with an investment in the
Certificates described in such prospectus supplement and prospectus. The
information contained in this Exhibit 99.1 should not be viewed as projections,
forecasts, predictions or opinions with respect to value.

         Any information contained in this Exhibit 99.1 is subject to completion
or amendment. Furthermore, any information contained in this Exhibit 99.1 will
be more fully described in the final prospectus supplement and prospectus, and
such information contained herein will be fully superseded thereby. Prior to
making any investment decision, a prospective investor should receive and
carefully review such prospectus supplement and prospectus.

NOTHING IN THIS EXHIBIT 99.1 SHOULD BE CONSIDERED AN OFFER TO SELL OR A
SOLICITATION OF AN OFFER TO BUY THE CERTIFICATES.

<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 (economic 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 modeling
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 as 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 data 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
accordingly, 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
form a 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 - WF2

                   $999,659,000 PUBLICLY OFFERED CERTIFICATES
                          SEQUENTIAL PAY REMIC CLASSES

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------------
                                       INITIAL AGGREGATE                                 APPROX.        APPROX.
                            INITIAL       CERTIFICATE        APPROX.    PASS-THROUGH    WEIGHTED       PRINCIPAL
             RATINGS        CREDIT         BALANCE OR        DOLLAR     DESCRIPTION*     AVERAGE        WINDOW         PRICE TALK
  CLASS    DCR/MOODY'S      SUPPORT     NOTIONAL AMOUNT      PRICE                       LIFE**         (YRS.)**        (BPS)***
- ----------------------------------------------------------------------------------------------------------------------------------
<S>         <C>            <C>           <C>                <C>          <C>             <C>        <C>                <C>
A-1          AAA/AAA        20.00%        $ 338,780,000      101:00        FIXED           5.7        8/99 - 9/08        93 - 96
- ----------------------------------------------------------------------------------------------------------------------------------
A-2          AAA/AAA        20.00%        $ 525,789,000      101:16        FIXED           9.7        9/08 - 6/09       116 - 119
- ----------------------------------------------------------------------------------------------------------------------------------
B             AA/AA2        16.00%          $43,229,000      101:16       VARIABLE        10.0        6/09 - 7/09       128 - 133
- ----------------------------------------------------------------------------------------------------------------------------------
C              A/A2         12.00%          $43,229,000      101:00       VARIABLE        10.1        7/09 - 2/10       145 - 150
- ----------------------------------------------------------------------------------------------------------------------------------
D             A-/A3         11.00%          $10,807,000       99:16       VARIABLE        11.0       2/10 - 10/10       160 - 165
- ----------------------------------------------------------------------------------------------------------------------------------
E            BBB/BAA2        8.50%          $27,018,000       98:00       VARIABLE        12.3       10/10 - 11/12      180 - 190
- ----------------------------------------------------------------------------------------------------------------------------------
F           BBB-/BAA3        7.50%          $10,807,000       92:00       VARIABLE        13.8       11/12 - 8/13       260 - 270
- ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
*   The Pass-Through  Rates of the Class A-1 and Class A-2 Certificates  shall
    be the indicated fixed rate per annum or, if a lower rate, the weighted
    average of the Net Mortgage Rates of the Mortgage Loans (such Net Mortgage
    Rates determined without taking into account any reductions thereto
    resulting from modifications of the Mortgage Loans or otherwise following
    the Cut-Off Date) (the "NWAC Rate"). The Pass-Through Rates of the Class B,
    Class C, Class D, Class E and Class F Certificates set forth in the table
    above are initial Pass-Through Rates for such classes. For subsequent
    Distribution Dates, the Pass-Through Rate of the Class B Certificates will
    be a per annum rate equal to the NWAC Rate for such Distribution Date minus
    ___%, and the Pass-Through Rate of the Class C, Class D, Class E and Class F
    Certificates will be a per annum rate equal to the NWAC Rate for such
    Distribution Date.
**  Assuming no prepayments (other than on the Anticipated Repayment Date,
    if any), modifications, defaults, losses, extensions, clean-up calls and
    that all Mortgage Loans balloon at maturity or on the Anticipated Repayment
    Date.
*** Will be priced off of the interpolated Treasury Curve.

 SETTLEMENT DATE:      On or about July 1, 1999.

 COLLATERAL:           285 Mortgage Loans with an aggregate Cut-Off Date
                       balance of $1,080,711,380; approximately 22.46% office,
                       23.44% multifamily, 20.61% retail, 14.77% industrial,
                       4.49% hospitality, 3.08% mixed-use, and 8.88% various
                       other asset classes.

 LOAN SELLERS:         Wells Fargo Bank,  National  Association  ($698,369,009,
                       or 64.62% of the Initial Pool Balance) and Bear, Stearns
                       Funding, Inc. ($382,342,371, or 35.38% of the Initial
                       Pool Balance).

 WA DSCR / LTV:        1.70x / 61.20% at the Cut-Off Date (43.93% at
                       Maturity/ARD).

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

 SERVICER:             Wells Fargo Bank, National Association.

 SPECIAL SERVICER:     GMAC Commercial Mortgage Corporation.

 CO-LEAD MANAGERS:     Bear, Stearns & Co. Inc. and Morgan Stanley & Co.
                       Incorporated.

 UNDERWRITERS:         Bear, Stearns & Co. Inc., Morgan Stanley & Co.
                       Incorporated and Norwest Investment Services, Inc.

- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------




TABLE OF CONTENTS



                                                               PAGE
                                                               ----

            I  CREDIT SUPPORT STRUCTURE                           1

           II  TRANSACTION SUMMARY                              2-3

          III  CERTIFICATE STRUCTURE SUMMARY                    4-6

           IV  PREPAYMENT PROVISIONS                           7-12

            V  MORTGAGE LOAN/COLLATERAL SUMMARY               13-16

           VI  TEN LARGEST MORTGAGE LOANS                     17-35










- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                               1




CREDIT SUPPORT STRUCTURE


<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------
INITIAL    PRINCIPAL AND         INITIAL                           CLASS SIZE AS A PERCENT OF
CREDIT       INTEREST          CERTIFICATE     INITIAL RATINGS       AGGREGATE CUT-OFF DATE
SUPPORT    CERTIFICATES          BALANCE         DCR/MOODY'S                BALANCE

- ---------------------------------------------------------------------------------------------
<S>         <C>               <C>               <C>                          <C>
20.000%      Class A-1         $338,780,000       (AAA/Aaa)                   31.35%
- ---------------------------------------------------------------------------------------------
20.000%      Class A-2          525,789,000       (AAA/Aaa)                   48.65%
- ---------------------------------------------------------------------------------------------
16.000%       Class B            43,229,000        (AA/Aa2)                   4.000%
- ---------------------------------------------------------------------------------------------
12.000%       Class C            43,229,000         (A/A")                    4.000%
- ---------------------------------------------------------------------------------------------
11.000%       Class D            10,807,000        (A-/A3)                    1.000%
- ---------------------------------------------------------------------------------------------
 8.500%       Class E            27,018,000       (BBB/Baa2)                  2.500%
- ---------------------------------------------------------------------------------------------
 7.500%       Class F            10,807,000      (BBB-/Baa3)                  1.000%
- ---------------------------------------------------------------------------------------------
 5.500%       Class G            21,614,000      Not Offered                  2.000%
- ---------------------------------------------------------------------------------------------
 4.000%       Class H            16,211,000      Not Offered                  1.500%
- ---------------------------------------------------------------------------------------------
 3.250%       Class I             8,105,000      Not Offered                  0.750%
- ---------------------------------------------------------------------------------------------
 2.375%       Class J             9,456,000      Not Offered                  0.875%
- ---------------------------------------------------------------------------------------------
 1.375%       Class K            10,807,000      Not Offered                  1.000%
- ---------------------------------------------------------------------------------------------
 1.000%       Class L             4,053,000      Not Offered                  0.375%
- ---------------------------------------------------------------------------------------------
    N/A       Class M            10,806,380      Not Offered                  1.000%
- ---------------------------------------------------------------------------------------------
</TABLE>












- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                               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 and Class F.

    LOAN SELLERS:                  Wells Fargo Bank, National Association
                                   ($698,369,009,  or 64.62% of the Initial
                                   Pool Balance) and Bear, Stearns Funding, Inc.
                                   ($382,342,371, or 35.38% of the Initial Pool
                                   Balance).

    RATING AGENCIES:               Duff & Phelps Credit Rating Co. ("DCR") /
                                   Moody's Investors Service ("Moody's").

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

    CUT-OFF DATE:                  July 1, 1999.

    SETTLEMENT DATE:               On or about July 1, 1999.

    DISTRIBUTION DATE:             Monthly on the 15th or the next business day.
                                   The first Distribution Date will occur in
                                   August 1999.

    DELAY DAYS:                    14.

    SERVICER:                      Wells Fargo Bank, National Association.

    SPECIAL SERVICER:              GMAC Commercial Mortgage Corporation.

    PAYING AGENT:                  Norwest Bank Minnesota, National Association.

    TRUSTEE:                       LaSalle Bank National Association.

    FISCAL AGENT:                  ABN AMRO Bank N.V.

    ERISA:                         The Class A-1 and A-2 Certificates may
                                   qualify for certain  exemptions from the plan
                                   asset rules of ERISA.

    SMMEA ELIGIBILITY:             The Class A and Class B Certificates 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
                                   initially issued as a global security
                                   registered in the name of the Depository
                                   Trust Company ("DTC") or its nominee.
                                   Certificates may be held through (i) DTC in
                                   the United States, or (ii) Cedelbank, S.A.
                                   ("CEDEL") or the Euroclear System
                                   ("Euroclear") in Europe.


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                             3


TRANSACTION SUMMARY (CONTINUED)

    MINIMUM DENOMINATIONS:         The Class A-1 and Class A-2 Certificates may
                                   be held in minimum denominations of $25,000.
                                   The remaining classes of Offered Certificates
                                   will be offered in minimum denominations of
                                   $100,000.

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

    CO-LEAD MANAGERS:              Bear, Stearns & Co. Inc. and Morgan Stanley
                                   & Co. Incorporated.

    UNDERWRITERS:                  Bear, Stearns & Co. Inc., Morgan Stanley &
                                   Co. Incorporated and Norwest Investment
                                   Services, Inc.




- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                               4

CERTIFICATE STRUCTURE SUMMARY

  DISTRIBUTION OF PRINCIPAL       The Available  Distribution Amount will be
  AND INTEREST:                   applied as follows: (i) accrued and unpaid
                                  interest to the Class A-1, Class A-2 and Class
                                  X Certificates, pro rata (together with 30
                                  days interest on any unpaid interest from a
                                  prior Distribution Date); (ii) principal (up
                                  to an amount equal to the Principal
                                  Distribution Amount) 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) reimbursement of
                                  Realized Losses to the Class A-1, Class A-2
                                  and Class X Certificates, pro rata, until all
                                  unreimbursed amounts thereof allocated to such
                                  certificates and interest accrued thereon at
                                  the related Pass-Through Rate have been
                                  reimbursed in full (in the case of the Class X
                                  Certificates only insofar as Realized Losses
                                  have resulted in shortfalls in the amount of
                                  interest distributed thereto); (iv) accrued
                                  and unpaid interest to the Class B
                                  Certificates (together with 30 days interest
                                  on any unpaid interest from a prior
                                  Distribution Date); (v) principal (up to an
                                  amount equal to the Principal Distribution
                                  Amount less any portion thereon distributed to
                                  the Class A Certificates), to the Class B
                                  Certificates until the Class B Certificate
                                  Balance has been reduced to zero; (vi)
                                  reimbursement of Realized Losses to the Class
                                  B Certificates until all unreimbursed amounts
                                  thereof allocated to such certificates and
                                  interest accrued thereon at the related
                                  Pass-Through Rate have been reimbursed in
                                  full; and (vii) distributions of interest and
                                  then principal sequentially to the Class C
                                  through Class M Certificates in the same
                                  manner as the Class B Certificates described
                                  above. See page S-63 of the preliminary
                                  Prospectus Supplement.

  ALLOCATION OF LOSSES:           Losses from any Mortgage Loan or otherwise in
                                  respect of the Trust Fund will generally be
                                  allocated in reverse alphabetical order
                                  starting with Class M. Losses allocable to the
                                  Class A Certificates will be allocated pro
                                  rata. However, certain interest shortfalls as
                                  a result of the timing of prepayments and
                                  certain balloon payments will be allocated to
                                  each class of Certificates pro rata based on
                                  their respective interest entitlements. See
                                  page S-72 of the preliminary Prospectus
                                  Supplement.


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                               5



CERTIFICATE STRUCTURE SUMMARY (CONTINUED)

  REPORTS TO                      The Paying Agent will provide or make
  CERTIFICATEHOLDERS:             available to each Certificateholder and any
                                  interested party, via website, on each
                                  Distribution Date information including, but
                                  not limited to: (i) distributions of
                                  principal, interest, yield maintenance charges
                                  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) the aggregate amount of
                                  servicing fees paid to Servicer; (vi) the
                                  amount of Realized Losses; and (vii) the
                                  amount of any Appraisal Reductions.

                                  On an annual basis, the Servicer will provide
                                  the Trustee and the Paying Agent a report for
                                  each Mortgage Loan, based on the most recently
                                  available year-end financial statements and
                                  rent rolls, containing the information and
                                  analyses required by the Pooling and Servicing
                                  Agreement, including, without limitation, Debt
                                  Service Coverage Ratios. The Paying Agent will
                                  provide the Certificateholders with the
                                  aforementioned report. See page S-77 and Annex
                                  C of the preliminary Prospectus Supplement.

  REPRESENTATIONS AND             The Mortgage Loan Sellers will make certain
  WARRANTIES:                     representations and warranties with respect to
                                  each Mortgage Loan. In the event that a
                                  Material Breach or Material Document Defect
                                  cannot be cured by a Mortgage Loan Seller
                                  within the applicable cure period, the
                                  Mortgage Loan Seller has the obligation to
                                  either (i) repurchase the affected Mortgage
                                  Loan at the Repurchase Price or (ii) replace
                                  such Mortgage Loan with a comparable Mortgage
                                  Loan acceptable to each Rating Agency. See
                                  page S-55 of the preliminary Prospectus
                                  Supplement.





- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                               6



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 default rate interest), subject to
                                  limitations as a result of any Appraisal
                                  Reductions as described below under "Appraisal
                                  Reductions" and (ii) Servicing Advances
                                  (defined as customary, reasonable and
                                  necessary "out-of-pocket" costs and expenses
                                  in connection with the servicing of a Mortgage
                                  Loan after a default, deliquency or other
                                  unanticipated event, or in connection with the
                                  administration of a REO property). The
                                  Servicer will be obligated to make such P&I
                                  Advances and Servicing Advances only to the
                                  extent that the Servicer determines that the
                                  amount so advanced will be recoverable from
                                  subsequent payments or collections (including
                                  Insurance Proceeds, Liquidation Proceeds and
                                  REO Income) in respect of such Mortgage Loan
                                  or REO Property. See page S-73 of the
                                  preliminary Prospectus Supplement. The
                                  Servicer will not be required to advance
                                  Prepayment Premiums or Yield Maintenance
                                  Charges.

    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. Subject to the Servicing Standards
                                  set forth in the Pooling and Servicing
                                  Agreement and subject to certain other
                                  limitations described therein, the Special
                                  Servicer may agree to material loan
                                  extensions, amendments and modifications
                                  following a Servicing Transfer Event. The
                                  Special Servicer also has the right to grant
                                  or withhold consent to modifications, waivers,
                                  amendments and consents recommended by the
                                  Servicer with respect to Mortgage Loans. See
                                  page S-93 of the preliminary Prospectus
                                  Supplement.

    APPRAISAL REDUCTIONS:         An appraisal will be obtained by the Special
                                  Servicer if a Mortgage Loan becomes 120 days
                                  delinquent, or upon the occurrence of certain
                                  other Appraisal Reduction Events. An Appraisal
                                  Reduction may result which would have the
                                  effect of reducing the amount of P&I Advances
                                  made by the Servicer. See page S-75 of the
                                  preliminary Prospectus Supplement.


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                               7


PREPAYMENT PROVISIONS

    PREPAYMENT RESTRICTIONS:     100% of the Mortgage Loans have protection
                                 against voluntary prepayment during their
                                 terms.

                                 o    22.3% are locked out until their
                                      respective maturity dates (or, with
                                      respect to the ARD Loan, Anticipated
                                      Repayment Date);

                                 o    65.4% are locked out until generally one
                                      to six months before their respective
                                      maturity dates, after which time there are
                                      no restrictions on voluntary prepayments;

                                 o    2.0% are locked out for generally three to
                                      seven years, after which time prepayment
                                      is allowed with the payment of a Yield
                                      Maintenance Charge until generally three
                                      to seven months prior to maturity, and
                                      thereafter permit voluntary prepayment
                                      without restriction;

                                 o    8.6% are locked out for three to seven
                                      years, after which time, at borrower's
                                      discretion, either (i) voluntary
                                      prepayment is allowed with the payment of
                                      a Yield Maintenance Charge or (ii)
                                      defeasance of the Mortgage Loan is
                                      permitted (as described below) until
                                      generally 3 to 6 months before maturity
                                      and without restriction thereafter;

                                 o    1.5% are locked out for 0 to 3 years
                                      (except with respect to three Mortgage
                                      Loans), after which time voluntary
                                      prepayment is allowed upon payment of a
                                      Prepayment Premium, generally equal to a
                                      fixed percentage of the Unpaid Principal
                                      Balance of the Mortgage Loan, until
                                      generally six to twelve months prior to
                                      maturity (except with respect to one
                                      Mortgage Loan where prepayment is
                                      permitted during the 36 months prior to
                                      maturity), and thereafter without
                                      restriction;

                                 o    1 Mortgage Loan representing 0.2% of the
                                      Initial Pool Balance, prohibits voluntary
                                      prepayment for a period of 60 months from
                                      origination, and thereafter permits
                                      prepayment for approximately 36 months,
                                      provided that such prepayment is
                                      accompanied by a Yield Maintenance Charge,
                                      and thereafter permits payment of a
                                      Prepayment Premium, generally equal to a
                                      fixed percentage of the Unpaid Principal
                                      Balance of the Mortgage Loan, until six
                                      months prior to maturity, and thereafter
                                      without restriction.

                                 See page S-39 of the preliminary Prospectus
                                 Supplement.

    LOCKOUT/ DEFEASANCE:         The terms of 96.3% of the Mortgage Loans grant
                                 the related borrower the option at any time,
                                 commencing generally three to seven years after
                                 the date of origination, but in no event less
                                 than 2 years after the issuance of the
                                 Certificates, to substitute non-callable U.S.
                                 Treasury obligations for the Mortgaged Property
                                 and to obtain the release of the related
                                 Mortgage lien 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. In the
                                 case of 216 of the Mortgage Loans representing
                                 87.7% of the Initial Pool Balance, such
                                 collateral substitution is the only method of
                                 obtaining a release of the Mortgage on the
                                 related Mortgaged Property and all voluntary
                                 prepayments are prohibited during the loan
                                 term.


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                               8


    ALLOCATION OF YIELD          On any Distribution Date, Yield Maintenance
    MAINTENANCE CHARGES:         Charges collected during the related Collection
                                 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, Class E and Class F 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
                                 Collection Period.

                                 The "Base Interest Fraction" with respect to
                                 any principal prepayment on any Mortgage Loan
                                 that provides for payment of a Yield
                                 Maintenance Charge and with respect to each of
                                 the Class A-1, Class A-2, Class B, Class C,
                                 Class D, Class E and Class F 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. Any remaining Yield
                                 Maintenance Charges will be distributed to the
                                 Class X Certificates.

    ALLOCATION OF PREPAYMENT     On any Distribution Date, Prepayment Premiums
    PREMIUMS:                    collected during the related Collection 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,
                                 Class E and Class F 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) 25% and (c) the total
                                 amount of Prepayment Premiums collected during
                                 the related Collection Period. Any remaining
                                 Prepayment Premium will be distributed to the
                                 Class X Certificates.

                                 No Yield Maintenance Charges or Prepayment
                                 Premiums will be distributed to holders of the
                                 Class G, Class H, Class I, Class J, Class K,
                                 Class L, Class M or Residual Certificates. Any
                                 Yield Maintenance Charges or Prepayment
                                 Premiums collected in respect of the Mortgage
                                 Loans after Class A-1, Class A-2, Class B,
                                 Class C, Class D, Class E and Class F
                                 Certificates have been reduced to zero, will be
                                 distributed to the Class X Certificates.


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                               9


    PARTIAL RELEASE              Certain of the Mortgage Loans are cross-
    PROVISIONS:                  collateralized with other Mortgage Loans and
                                 may be released from such loan group by
                                 substitution of U.S. Treasury securities (as
                                 previously described) in amounts equal to not
                                 less than 110% and in some cases 125% of the
                                 amounts payable on all remaining Due Dates and
                                 the Maturity Date under the terms of the
                                 related Mortgage Note.

                                 One of the Mortgage Loans representing 0.20% of
                                 the Initial Pool Balance is secured by more
                                 than one Mortgaged Property and provides for
                                 the release of any or all of such Mortgaged
                                 Properties upon payment of (i) 110% or 125%
                                 (depending on the property being released) of
                                 the Unpaid Principal Balance of the Mortgage
                                 Loan allocable to the Mortgaged Property or
                                 Properties being released and (ii) a Yield
                                 Maintenance Charge (as described on Page S-40
                                 herein). Such partial prepayment is subject to
                                 restrictions set forth in the related loan
                                 documents.

                                 4 Mortgage Loans representing 8.1% of the
                                 Mortgage Loans are secured by two or more
                                 Mortgaged Properties and allow for either the
                                 full or partial release of the Mortgage on one
                                 or more of the related Mortgaged Properties
                                 through substitution of U.S. Treasury
                                 securities. See page S-39 of the preliminary
                                 Prospectus Supplement.

                                 4 Mortgage Loans, representing 4.5% of the
                                 Initial Pool Balance, allow for the release of
                                 certain parcels of real estate that secure such
                                 Mortgages but were not ascribed value or cash
                                 flow for purposes of determining the related
                                 Net Underwritten Cash Flow. Such real estate is
                                 generally subject to release without reduction
                                 of the principal balance of the related
                                 Mortgage Note or substitution of additional
                                 collateral.

- --------------------------------------------------------------------------------
                           SUMMARY OF CALL PROTECTION

<TABLE>
<CAPTION>
                                                                                                          PERCENTAGE OF
                                                                    NUMBER OF       AGGREGATE CUT-OFF      INITIAL POOL
CALL PROTECTION                                                       LOANS           DATE BALANCE           BALANCE
- -----------------------------------------------------------------------------------------------------------------------
<S>                                                                    <C>             <C>                      <C>
Lockout through Maturity Date                                          56              $240,844,478             22.29%
Lockout to six (6) months or less prior to Maturity Date              160              $707,081,596             65.43%
YM/Flex to six (6) months or less prior to Maturity Date               63              $114,555,284             10.60%
Other Call Protection                                                   6               $18,229,991              1.69%
TOTAL                                                                 285            $1,080,711,380            100.00%
- -----------------------------------------------------------------------------------------------------------------------
</TABLE>

As used above, "Flex" refers to an option exercisable at the borrower's option
to prepay with a YM charge or defease the related Mortgage Loan.

As used above, "YM" means yield maintenance.

- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              10











    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 THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              11

     PERCENTAGE OF REMAINING POOL BALANCE SUBJECT TO PREPAYMENT RESTRICTIONS
                     (DOLLAR AMOUNTS EXPRESSED IN MILLIONS)

<TABLE>
<CAPTION>

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

                   LOCKOUT /

                   DEFEASANCE       FLEX          >1% OR YM      5%            4%             3%             2%
- ------------------------------------------------------------------------------------------------------------------------
PERIOD            $(mm)      %    $(mm)    %     $(mm)    %    $(mm)    %    $(mm)    %     $(mm)    %     $(mm)    %
- ------------------------------------------------------------------------------------------------------------------------
<S>      <C>     <C>      <C>    <C>     <C>   <C>      <C>    <C>    <C>    <C>    <C>     <C>     <C>    <C>     <C>
CURRENT   7/1/99  1,071.0  99.1%     -    0.0%     -     0.0%     -    0.0%     -    0.0%    9.7     0.9%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 1    7/1/00  1,055.7  99.1%     -    0.0%     -     0.0%     -    0.0%     -    0.0%    9.5     0.9%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 2    7/1/01  1,035.3  98.8%   3.7    0.4%     -     0.0%     -    0.0%     -    0.0%    9.4     0.9%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 3    7/1/02    930.8  90.3%  76.1    7.4%   8.4     0.8%   5.8    0.6%     -    0.0%      -     0.0%   9.2     0.9%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 4    7/1/03    903.3  89.4%  75.5    7.5%  17.5     1.7%   5.5    0.5%     -    0.0%      -     0.0%   9.0     0.9%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 5    7/1/04    811.2  87.5%  80.9    8.7%  20.5     2.2%   5.3    0.6%     -    0.0%      -     0.0%   8.8     1.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 6    7/1/05    792.6  87.7%  77.1    8.5%  19.8     2.2%     -    0.0%   5.0    0.6%      -     0.0%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 7    7/1/06    724.0  87.0%  75.2    9.0%  19.4     2.3%     -    0.0%     -    0.0%    4.7     0.6%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 8    7/1/07    703.3  87.2%  72.2    9.0%  17.3     2.1%   1.2    0.2%     -    0.0%      -     0.0%   4.4     0.5%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 9    7/1/08    575.1  75.2%  38.3    5.0%   5.5     0.7%   1.1    0.1%     -    0.0%      -     0.0%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 10   7/1/09    112.0  82.7%  15.9   11.8%   3.2     2.4%     -    0.0%   0.9    0.7%      -     0.0%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 11   7/1/10    102.9  83.0%  14.5   11.7%   2.6     2.1%     -    0.0%     -    0.0%    0.7     0.6%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 12   7/1/11     93.3  85.9%  12.9   11.9%   1.9     1.7%     -    0.0%     -    0.0%      -     0.0%   0.5     0.5%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 13   7/1/12     83.4  86.8%  11.3   11.7%   1.1     1.2%     -    0.0%     -    0.0%      -     0.0%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 14   7/1/13     49.0  59.8%   2.8    3.5%     -     0.0%     -    0.0%     -    0.0%      -     0.0%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 15   7/1/14     37.6  95.1%   1.9    4.9%     -     0.0%     -    0.0%     -    0.0%      -     0.0%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 16   7/1/15     30.5  95.0%   1.5    4.6%     -     0.0%     -    0.0%     -    0.0%      -     0.0%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 17   7/1/16     23.1  95.4%   1.1    4.6%     -     0.0%     -    0.0%     -    0.0%      -     0.0%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 18   7/1/17     15.2  95.4%   0.7    4.6%     -     0.0%     -    0.0%     -    0.0%      -     0.0%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 19   7/1/18      4.2  65.8%   0.7    1.9%     -     0.0%     -    0.0%     -    0.0%      -     0.0%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 20   7/1/19        -   0.0%     -    0.0%     -     0.0%     -    0.0%     -    0.0%      -     0.0%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 21   7/1/20        -   0.0%     -    0.0%     -     0.0%     -    0.0%     -    0.0%      -     0.0%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
YEAR 22   7/1/21        -   0.0%     -    0.0%     -     0.0%     -    0.0%     -    0.0%      -     0.0%     -     0.0%
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>

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



                    1%              FREE WINDOW       TOTALS
- ----------------------------------------------------------------------------------
PERIOD             $(mm)     %      $(mm)      %      $(mm)      %        % of IPB
- ----------------------------------------------------------------------------------
<S>      <C>     <C>        <C>   <C>        <C>     <C>        <C>        <C>
CURRENT   7/1/99      -      0.0%      -       0.0%   1,080.7    100.0%     100.0%
- ----------------------------------------------------------------------------------
YEAR 1    7/1/00      -      0.0%      -       0.0%   1,065.2    100.0%      98.6%
- ----------------------------------------------------------------------------------
YEAR 2    7/1/01      -      0.0%      -       0.0%   1,048.4    100.0%      97.0%
- ----------------------------------------------------------------------------------
YEAR 3    7/1/02      -      0.0%      -       0.0%   1,030.3    100.0%      95.3%
- ----------------------------------------------------------------------------------
YEAR 4    7/1/03      -      0.0%      -       0.0%   1,010.9    100.0%      93.5%
- ----------------------------------------------------------------------------------
YEAR 5    7/1/04      -      0.0%      -       0.0%     926.7    100.0%      85.7%
- ----------------------------------------------------------------------------------
YEAR 6    7/1/05    8.6      1.0%    1.1       0.1%     904.3    100.0%      83.7%
- ----------------------------------------------------------------------------------
YEAR 7    7/1/06    8.4      1.0%      -       0.0%     831.7    100.0%      77.0%
- ----------------------------------------------------------------------------------
YEAR 8    7/1/07    8.2      1.0%      -       0.0%     806.6    100.0%      74.6%
- ----------------------------------------------------------------------------------
YEAR 9    7/1/08      -      0.0%  144.3      18.9%     764.3    100.0%      70.7%
- ----------------- ----------------------------------------------------------------
YEAR 10   7/1/09      -      0.0%    3.4       2.5%      135.4   100.0%      12.5%
- ----------------------------------------------------------------------------------
YEAR 11   7/1/10      -      0.0%    3.3       2.6%      123.9   100.0%      11.5%
- ----------------------------------------------------------------------------------
YEAR 12   7/1/11      -      0.0%      -       0.0%      108.7   100.0%      10.1%
- ----------------------------------------------------------------------------------
YEAR 13   7/1/12    0.3      0.3%      -       0.0%       96.1   100.0%       8.9%
- ----------------------------------------------------------------------------------
YEAR 14   7/1/13      -      0.0%   30.1      36.7%       81.9   100.0%       7.6%
- ----------------------------------------------------------------------------------
YEAR 15   7/1/14      -      0.0%      -       0.0%       39.6   100.0%       3.7%
- ----------------------------------------------------------------------------------
YEAR 16   7/1/15      -      0.0%    0.1       0.4%       32.1   100.0%       3.0%
- ----------------------------------------------------------------------------------
YEAR 17   7/1/16      -      0.0%      -       0.0%       24.3   100.0%       2.2%
- ----------------------------------------------------------------------------------
YEAR 18   7/1/17      -      0.0%      -       0.0%       16.0   100.0%       1.5%
- ----------------------------------------------------------------------------------
YEAR 19   7/1/18      -      0.0%    2.0      32.3%        6.3   100.0%       0.6%
- ----------------------------------------------------------------------------------
YEAR 20   7/1/19      -      0.0%      -       0.0%          -     0.0%       0.0%
- ----------------------------------------------------------------------------------
YEAR 21   7/1/20      -      0.0%      -       0.0%          -     0.0%       0.0%
- ----------------------------------------------------------------------------------
YEAR 22   7/1/21      -      0.0%      -       0.0%          -     0.0%       0.0%
- ----------------------------------------------------------------------------------
</TABLE>

As used above, "IPB" means Initial Pool Balance.

As used above, "YM" means Yield Maintenance.

As used above, "Flex" means to an option exercisable at the borrower's option to
prepay with a YM charge or defease the related Mortgage Loan.

As used above, "%" describes penalty which is generally calculated as a fixed
% of the outstanding principal balance at the time of prepayment.

- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              12


                   PREPAYMENT PROTECTION ON THE MORTGAGE LOANS

                     (DOLLAR AMOUNTS EXPRESSED IN MILLIONS)

- --------------------------------------------------------------------------------
                 LOCKOUT        FLEX        YM       5-JAN    FREE WINDOW
- --------------------------------------------------------------------------------
     7/1/99      1,071.0           -          -       9.7          -
     7/1/00      1,055.7           -          -       9.5          -
     7/1/01      1,035.3         3.7          -       9.4          -
     7/1/02        930.8        76.1        8.4      14.9          -
     7/1/03        903.3        75.5       17.5      14.5          -
     7/1/04        811.2        80.9       20.5      14.1          -
     7/1/05        792.6        77.1       19.8      13.6        1.1
     7/1/06        724.0        75.2       19.4      13.1          -
     7/1/07        703.3        72.2       17.3      13.8          -
     7/1/08        575.1        38.3        5.5       1.1      144.3
     7/1/09        112.0        15.9        3.2       0.9        3.4
     7/1/10        102.9        14.5        2.6       0.7        3.3
     7/1/11         93.3        12.9        1.9       0.5          -
     7/1/12         83.4        11.3        1.1       0.3          -
     7/1/13         49.0         2.8          -         -       30.1
     7/1/14         37.6         1.9          -         -          -
     7/1/15         30.5         1.5          -         -        0.1
     7/1/16         23.1         1.1          -         -          -
     7/1/17         15.2         0.7          -         -          -
     7/1/18          4.2         0.1          -         -        2.0
     7/1/19            -           -          -         -          -
     7/1/20            -           -          -         -          -
     7/1/21            -           -          -         -          -
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              13

MORTGAGE LOAN/COLLATERAL SUMMARY

MORTGAGE POOL:                     The Mortgage Pool will consist of 216
                                   commercial, 89 multifamily and six mobile
                                   home park properties with an Initial Pool
                                   Balance of approximately $1,080,711,380. 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:                   $1,080,711,380.

AVERAGE LOAN SIZE:                 $3,791,970.

WA COUPON:                         7.2338%.

WA DSCR:                           1.70x.

WA LTV AT CUT-OFF:                 61.20%.

WA LTV AT MATURITY:                43.93%.

PROPERTY LOCATIONS:                Properties  are located in 33 states with
                                   the largest concentrations in California
                                   (39.76%), Texas (7.12%), and New York
                                   (5.82%).

LARGEST LOANS:                     The largest Mortgage Loan represents
                                   approximately 5.32% of the Initial Pool
                                   Balance; the three largest Mortgage Loans
                                   (including groups of cross-collateralized
                                   loans) represent 10.61%; the ten largest
                                   Mortgage Loans represent 23.92%.

SPONSOR CONCENTRATIONS:            With the exception of Loan #25489 which
                                   represents 5.32% of the Initial Pool
                                   Balance, there are no sponsor concentrations
                                   in excess of 5% of the Initial Pool Balance.

REMAINING TERMS TO MATURITY:       Approximately 69.4% of the Mortgage Loans
                                   have remaining terms to maturity/ARD between
                                   8 to 10 years. Just over 10% of the Mortgage
                                   Loans have remaining terms to maturity/ARD
                                   of less than 8 years and less than 20% have
                                   remaining terms to maturity/ARD over 10
                                   years. There is one ARD loan which
                                   represents 0.5% of the Initial Pool Balance.

WA LOAN MATURITY:                  Approximately 127 months.

BALLOON                            PAYMENTS: Approximately 85.32% of the
                                   Mortgage Loans require balloon payments at
                                   maturity or, in the case of one loan
                                   representing approximately 0.46% of the
                                   Initial Pool Balance, the Anticipated
                                   Repayment Date; the remaining 14.67% of the
                                   Mortgage Loans are fully amortizing.

INTEREST ACCRUAL PERIOD:           Approximately  81.12% of the Mortgage  Loans
                                   accrue interest on a Actual/360 basis; the
                                   remaining 18.88% of the Mortgage Loans
                                   accrue interest on an 30/360 basis.


<PAGE>

BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. 1999-WF2
- --------------------------------------------------------------------------------

                                                                              14

MORTGAGE LOAN/COLLATERAL SUMMARY (CONTINUED)

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------
                                  TYPE OF MORTGAGED PROPERTIES
                                  ----------------------------
                                  NUMBER OF        AGGREGATE CUT-OFF DATE     PERCENTAGE OF INITIAL
           PROPERTY TYPE            LOANS                 BALANCE                  POOL BALANCE
<S>                               <C>               <C>                            <C>
Multifamily                           89                $253,352,356                   23.44%
Office                                45                $242,724,352                   22.46%
Industrial/Warehouse                  59                $159,477,025                   14.77%
Retail, Anchored                      20                 $91,363,800                    8.45%
Retail, Unanchored                    29                 $90,679,826                    8.39%
Theater                                6                 $50,045,300                    4.63%
Mixed Use                              4                 $33,272,889                    3.08%
Medical Office                         7                 $23,333,052                    2.16%
Retail, Big Box                        7                 $22,735,048                    2.10%
Hospitality, Limited Service           6                 $21,785,655                    2.02%
Mobile Home Park                       6                 $21,773,309                    2.01%
Ministorage                           10                 $20,157,938                    1.87%
Hospitality, Extended Stay             8                 $19,876,424                    1.84%
Retail, Shadow/Minor Anchored         10                 $18,017,020                    1.67%
Hospitality, Full Service              1                  $6,843,469                    0.63%
Other                                  3                  $4,039,285                    0.37%
Hospitality, Resort                    1                  $1,134,631                    0.10%
TOTAL                                 311             $1,080,711,380                  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                        135                   $429,744,626                    39.76%
Texas                              27                    $76,982,935                     7.12%
New York                           10                    $62,845,405                     5.82%
Illinois                           11                    $48,222,013                     4.46%
Maryland                           6                     $37,852,882                     3.50%
28 Other States                   122                   $425,063,519                    39.34%
TOTAL                             311                 $1,080,711,380                   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 (1)         NUMBER OF LOANS           BALANCE                  POOL BALANCE
<S>                               <C>                 <C>                            <C>
     5.0010% to 5.7500%               6                   $9,963,265                     0.92%
     5.7501% to 6.2500%               21                 $41,469,444                     3.84%
     6.2501% to 6.5000%               25                 $50,442,323                     4.67%
     6.5001% to 6.7500%               41                $121,705,210                    11.26%
     6.7501% to 7.0000%               47                $261,612,604                    24.21%
     7.0001% to 7.2500%               34                $120,478,929                    11.15%
     7.2501% to 7.5000%               33                $190,003,735                    17.58%
     7.5001% to 7.7500%               24                 $90,080,474                     8.34%
     7.7501% to 8.0000%               18                 $52,453,470                     4.85%
     8.0001% to 8.5000%               25                 $83,454,645                     7.72%
     8.5001% to 9.0000%               11                 $59,047,283                     5.46%
TOTAL                                285              $1,080,711,380                   100.00%
- -------------------------------------------------------------------------------------------------------
</TABLE>

         (1) MINIMUM - 5.65%; MAXIMUM - 9.00%; WEIGHTED AVERAGE - 7.23%.

- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              15


MORTGAGE LOAN/COLLATERAL SUMMARY (CONTINUED)

<TABLE>
<CAPTION>

- -------------------------------------------------------------------------------------------------------------
                                       RANGE OF CUT-OFF DATE BALANCES
                                       ------------------------------
              RANGE OF                                            AGGREGATE
            CUT-OFF DATE           NUMBER OF LOANS           CUT-OFF DATE BALANCE    PERCENTAGE OF INITIAL
            BALANCES (1)                                                                  POOL BALANCE
<S>                                  <C>                     <C>                            <C>
$0 to $999,999                           27                      $22,796,745                    2.11%
$1,000,000 to $1,999,999                 94                     $140,525,737                   13.00%
$2,000,000 to $3,999,999                 91                     $255,818,239                   23.67%
$4,000,000 to $5,999,999                 33                     $164,084,844                   15.18%
$6,000,000 to $7,999,999                 16                     $110,084,453                   10.19%
$8,000,000 to $9,999,999                  8                      $73,391,537                    6.79%
$10,000,000 to $11,999,999                4                      $44,238,566                    4.09%
$12,000,000 to $13,999,999                1                      $12,825,000                    1.19%
$14,000,000 to $15,999,999                3                      $46,906,945                    4.34%
$18,000,000 to $19,999,999                3                      $56,132,671                    5.19%
$20,000,000 to $24,999,999                2                      $45,288,734                    4.19%
$25,000,000 to $26,999,999                2                      $51,167,910                    4.73%
$27,000,000 to $59,999,999                1                      $57,450,000                    5.32%
               TOTAL                     285                  $1,080,711,380                  100.00%
- -------------------------------------------------------------------------------------------------------------
</TABLE>

       (1) MINIMUM -$266,699; MAXIMUM - $57,450,000; AVERAGE - $3,791,970.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
                        RANGE OF DEBT SERVICE COVERAGE RATIOS AS OF THE CUT-OFF DATE
                        ------------------------------------------------------------
          RANGE OF                                        AGGREGATE CUT-OFF DATE     PERCENTAGE OF INITIAL
          DSCRS (1)                NUMBER OF LOANS               BALANCE                 POOL BALANCE
<S>                                   <C>                    <C>                           <C>
       1.04x to 1.14x                     1                      $6,806,976                    0.63%
       1.15x to 1.19x                     5                     $10,945,362                    1.01%
       1.20x to 1.24x                     6                     $12,719,273                    1.18%
       1.25x to 1.29x                    15                     $43,658,678                    4.04%
       1.30x to 1.34x                    18                     $73,134,184                    6.77%
       1.35x to 1.39x                    29                    $123,414,142                   11.42%
       1.40x to 1.44x                    22                    $104,594,097                    9.68%
       1.45x to 1.49x                    24                     $86,820,953                    8.03%
       1.50x to 1.59x                    38                    $165,997,315                   15.36%
       1.60x to 1.69x                    36                    $138,393,448                   12.81%
       1.70x to 1.79x                    26                     $92,061,575                    8.52%
       1.80x to 1.89x                    23                     $70,723,998                    6.54%
       1.90x to 1.99x                     7                     $23,318,123                    2.16%
       2.00x to 2.49x                    16                     $94,306,199                    8.73%
       2.50x to 2.99x                     7                     $11,021,942                    1.02%
       3.00x to 6.49x                    10                     $15,660,486                    1.45%
       6.50x to 16.50x                    2                      $7,134,631                    0.66%
            TOTAL                        285                 $1,080,711,380                  100.00%
- -------------------------------------------------------------------------------------------------------------
</TABLE>


         (1) MINIMUM -1.04X; MAXIMUM - 16.27X; WEIGHTED AVERAGE - 1.70X.


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              16


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 (1)              NUMBER OF LOANS               BALANCE                 POOL BALANCE
<S>                                  <C>                    <C>                            <C>
       0.00% to 30.00%                   10                     $19,911,067                    1.84%
      30.01% to 40.00%                    8                     $19,965,517                    1.85%
      40.01% to 45.00%                   14                     $28,977,787                    2.68%
      45.01% to 50.00%                   12                     $84,751,171                    7.84%
      50.01% to 55.00%                   36                    $104,299,997                    9.65%
      55.01% to 60.00%                   33                    $161,708,020                   14.96%
      60.01% to 65.00%                   55                    $246,360,677                   22.80%
      65.01% to 70.00%                   46                    $177,882,789                   16.46%
      70.01% to 75.00%                   63                    $212,613,090                   19.67%
      75.01% to 80.00%                    8                     $24,241,267                    2.24%
            TOTAL                        285                 $1,080,711,380                  100.00%
- -------------------------------------------------------------------------------------------------------------

         (1) MINIMUM - 8.1%; MAXIMUM - 79.9%; WEIGHTED AVERAGE - 61.2%.
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
                         RANGE OF LTV RATIOS AS OF THE MORTGAGE LOAN MATURITY DATES
                         ----------------------------------------------------------
      RANGE OF MATURITY                                 AGGREGATE CUT-OFF DATE      PERCENTAGE OF INITIAL
       LTV RATIOS (1)             NUMBER OF LOANS               BALANCE                  POOL BALANCE
<S>                                 <C>                   <C>                            <C>
       0.00% to 10.00%                  58                    $159,734,826                   14.78%
      10.01% to 20.00%                   4                     $10,416,457                    0.96%
      20.01% to 30.00%                  14                     $34,305,854                    3.17%
      30.01% to 35.00%                   7                     $12,530,568                    1.16%
      35.01% to 40.00%                  16                     $38,343,120                    3.55%
      40.01% to 45.00%                  24                     $83,942,354                    7.77%
      45.01% to 50.00%                  35                    $176,491,187                   16.33%
      50.01% to 55.00%                  40                    $202,055,247                   18.70%
      55.01% to 60.00%                  47                    $200,568,354                   18.56%
      60.01% to 65.00%                  31                    $126,848,501                   11.74%
      65.01% to 70.00%                   6                     $22,049,414                    2.04%
      70.01% to 75.00%                   3                     $13,425,497                    1.24%
            TOTAL                       285                 $1,080,711,380                  100.00%
- -------------------------------------------------------------------------------------------------------------

          (1) MINIMUM - 0.0%; MAXIMUM - 71.2%; WEIGHTED AVERAGE- 43.9%.
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
                                     RANGE OF REMAINING TERM IN MONTHS*
                                     ----------------------------------
  RANGE OF REMAINING TERMS                              AGGREGATE CUT-OFF DATE      PERCENTAGE OF INITIAL
         (MOS.) (1)               NUMBER OF LOANS               BALANCE                  POOL BALANCE
<S>                                 <C>                   <C>                            <C>
          51 to 70                       2                     $63,450,000                    5.87%
          71 to 100                      5                     $52,953,122                    4.90%
         101 to 120                     203                   $749,655,984                   69.37%
         121 to 140                      2                      $8,843,509                    0.82%
         161 to 180                     44                    $101,209,393                    9.37%
         181 to 240                     29                    $104,599,373                    9.68%
            TOTAL                       285                 $1,080,711,380                  100.00%
- -------------------------------------------------------------------------------------------------------------
* Calculated with respect to the Anticipated Repayment Date for the ARD Loan.
</TABLE>

  (1) MINIMUM - 59 MONTHS; MAXIMUM - 238 MONTHS; WEIGHTED AVERAGE - 127 MONTHS.

- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              17


TEN LARGEST MORTGAGE LOANS

<TABLE>
<CAPTION>
                                                                                       WEIGHTED AVERAGES
                                                             -----------------------------------------------------------------------
                                  AGGREGATE     PERCENTAGE                  STATED       REMAINING              CUT-OFF    LTV RATIO
                                CUT-OFF DATE    OF INITIAL    MORTGAGE    REMAINING     AMORT. TERM            DATE LTV       AT
        PROPERTY NAME              BALANCE     POOL BALANCE     RATE     TERM (MO.)*       (MOS.)      DSCR      RATIO     MATURITY
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                               <C>               <C>        <C>            <C>            <C>       <C>        <C>         <C>
Inland Portfolio                  $57,450,000       5.32%      6.8650%        59             0         2.48x      46.87%      46.87%
Wehrenberg Theaters                31,555,731       2.92       8.2080%       223            223        1.40x      60.79%       0.00%
Pleasanton Office Portfolio        25,701,453       2.38       7.4250%        79            355        1.37x      59.98%      55.80%
225 Broadway                       25,466,457       2.36       7.3900%       118            358        1.65x      50.93%      44.95%
CompuCom Systems Headquarters      22,921,816       2.12       7.2150%       117            297        1.55x      63.67%      51.46%
King Street Metro Place            22,366,917       2.07       6.9200%       118            358        1.43x      66.97%      58.39%
800 West El Camino Real            19,356,534       1.79       6.9700%       114            294        1.89x      56.76%      45.70%
Torrey Reserve North Group         19,235,870       1.78       7.5550%       119            359        1.49x      64.62%      57.23%
AMC Theaters                       18,489,569       1.71       7.3700%       228            228        1.30x      69.64%       2.63%
Brinkley House Apartments          15,986,768       1.48       6.9550%       119            359        1.76x      59.21%      51.63%
- ------------------------------------------------------------------------------------------------------------------------------------
TOTAL/WEIGHTED AVERAGE           $258,531,116      23.92%     7.2730%        121            312        1.74X      58.95%      41.07%
</TABLE>

LOAN NO. 25489 - INLAND PORTFOLIO
- ---------------------------------

Overview

This Mortgage Loan is a first mortgage loan secured, on a cross-collateralized
and cross-defaulted basis, by 14 retail properties situated in Illinois,
Minnesota, Wisconsin, Michigan and Indiana. The loan was originated by Bear
Stearns on May 10, 1999.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
<S>                                <C>                <C>                                  <C>
CUT-OFF DATE BALANCE:              $57,450,000        PROPERTY TYPE:                       RETAIL
GROSS MORTGAGE RATE:               6.865%             LOCATION:                            VARIOUS
INTEREST ACCRUAL METHOD:           30/360             YEAR BUILT/RENOVATED:                VARIOUS
FIRST PAYMENT DATE:                07/01/1999         SQUARE FEET:                         1,134,769
MATURITY DATE:                     06/01/2004         CUT-OFF DATE BALANCE/SQ. FT.:        $50.63
ORIGINAL AMORTIZATION:             0 MONTHS
ANNUAL DEBT SERVICE:               $3,943,943         OCCUPANCY:                           VARIOUS
LOCKOUT END DATE:                  04/30/2004         OCCUPANCY DATE:                      VARIOUS
CALL PROTECTION:                   DEFEASANCE
CALL PROTECTION END DATE:          04/30/2004         APPRAISED VALUE:                     $122,570,000
ESCROWS                                               CUT-OFF DATE LTV:                    46.87%
    REAL ESTATE TAXES:             YES                BALLOON LTV:                         46.87%
    INSURANCE:                     NO
    REPLACEMENT RESERVES:          NO                 UNDERWRITTEN CASH FLOW:              $9,781,538
                                                      DSCR:                                2.48X
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The Properties

The properties securing the loan include the following:

<TABLE>
<CAPTION>
  LOAN NO.                PROPERTY NAME                  LOCATION            PROPERTY TYPE       SQ. FT.
  --------                -------------                  --------            -------------       -------
<S>               <C>                             <C>                    <C>                   <C>
   25489A                Springboro Plaza             Springboro, OH        Anchored Retail       154,034
   25489B               Park Center Plaza            Tinley Park, IL        Anchored Retail       193,179
   25489C             Fairview Heights Plaza       Fairview Heights, IL     Anchored Retail       167,491
   25489D                    Staples                   Freeport, IL          Big Box Retail        24,049
   25489E               Riverplace Center            Noblesville, IN        Anchored Retail        74,414
</TABLE>


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              18
<TABLE>
<CAPTION>
  LOAN NO.                PROPERTY NAME                  LOCATION            PROPERTY TYPE       SQ. FT.
  --------                -------------                  --------            -------------       -------
<S>               <C>                             <C>                    <C>                   <C>
   25489F                Two Rivers Plaza            Bolingbrook, IL        Anchored Retail        57,900
   25489G                  Circuit City              Travers City, MI        Big Box Retail        21,337
   25489H                Hollywood Video               Hammond, IN         Unanchored Retail        7,488
   25489I                   Rose Plaza                 Elmwood, IL         Unanchored Retail       24,204
   25489J                Loehmann's Plaza             Brookfield, WI       Unanchored Retail      107,952
   25489K           Baytowne Shoppes & Square         Champaign, IL         Anchored Retail       118,842
   25489L          Plymouth Collections Center         Plymouth, MN        Unanchored Retail       45,415
   25489M                 Orland Greens              Orland Park, IL        Anchored Retail        45,031
   25489N                     CarMax                  Schaumburg, IL         Big Box Retail        93,333
                                                                                               -----------
   Total                                                                                        1,134,769
</TABLE>

Major tenants at the properties include Circuit City (1 Circuit City lease and 1
CarMax lease totaling 10.1% of Net Rentable Area ("NRA")), Kroger (2 leases
totaling 9.4% of NRA), Kmart (1 lease and the guaranty of a Sports Authority
lease, totaling 8.0% of NRA), and Cub Foods (1 lease representing 5.4% of NRA).

The Borrower

The borrowing entity is Inland Real Estate BSC I LLC, a sole member Delaware
limited liability company. The sole member of the LLC is Inland Real Estate BSC
I Corporation, a Delaware corporation. Both the borrower and the managing member
are single purpose entities which do not engage in any business unrelated to the
Mortgaged Property, do not have any assets other than the Mortgaged Property or
ownership interest in the borrower, as the case may be, or any indebtedness
other than the Mortgage Loan. Additionally, both the borrowing entity's and the
sole member's organizational documents require an independent director and the
unanimous vote of directors of the sole member of the borrower in connection
with the filing of a petition in bankruptcy. The lender received an opinion from
borrower's counsel that, among other things, the assets of the borrower shall
not be consolidated with the assets of any party considered having a principal
interest in the borrower in the event of a bankruptcy or insolvency of such
party.

Management

The properties are managed by Inland Commercial Property Management, Inc.
("ICPM"), an affiliate of the borrower.

Escrows

The borrower is required to fund monthly escrow deposits in amount sufficient to
pay real estate taxes when due for all properties except for properties 25489D,
25489G and 25489N, where the tenant is required to pay real estate taxes
directly.

Cash Management Procedures

If the DSCR on the loan falls below 1.60x for any trailing twelve month period
during the term (a "Trigger Event"), the borrower will be required to cause all
rents and proceeds with respect the properties to be deposited into a cash
management account under the sole dominion and control of the lender. All funds
in the cash management account will be applied monthly to the payment of debt
service and required reserves; all amounts in excess of debt service and
required reserves will be remitted to the borrower on a monthly basis. If the
DSCR remains above 1.60x for a trailing twelve-month period, lender shall
release borrower of the cash management account requirements until the
reoccurrence of a Trigger Event, provided that borrower shall be permitted to
cure no more than two Trigger Events during the term of the loan.

Release Provisions

Borrower may release an individual property from the loan provided (i) the
borrower provides defeasance collateral equal to 125% of the allocated loan
amount for the property being released, and (ii) the debt service coverage ratio
for the remaining properties after the release is no less than the greater of
2.21x or the debt service coverage ratio for the Mortgage Loan for the previous
12 month period. Lender has the unilateral right to uncross the properties at
any time.

Property Substitutions

The borrower has the right to obtain a release of an individual property (the
"Substituted Property") by substituting another shopping center property (the
"Substitute Property") subject to the following conditions, which are not all
inclusive: (i) the appraised value of the Substitute

- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              19

Property is not less than the appraised value of the Substituted Property, (ii)
the DSCR for the Mortgage Loan after the substitution is not less than the
greater of the DSCR at Closing and the DSCR immediately prior to the
substitution, (iii) the lender has received acceptable survey, title, evidence
of insurance, environmental report(s), physical conditions report and security
documents, (iv) the lender has received a certification of borrower together
with supporting documentation that the Substitute Property is a shopping center
property that is comparable to the Substituted Property, and (v) the lender has
received confirmation from the Rating Agencies that the substitution will not
result in a withdrawal, qualification or downgrade of the respective Certificate
Ratings in effect immediately prior to such substitution. The borrower will be
responsible for all costs associated with any substitution and lender's approval
thereof.

Additional Debt

The borrower may not encumber or otherwise transfer the Properties without the
prior written consent of lender.


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              20


LOAN NO. 851445 - ST. CHARLES 18 CINE

Overview

This Mortgage Loan is secured by a first mortgage on an 18-screen multiplex
movie theater located in St. Charles, MO. The Mortgage Loan is
cross-collateralized and cross-defaulted with Loan No. 851443 - Des Peres 14
Cine, Loan No. 851444 - O'Fallon 15 Cine, Loan No. 851446 - St. Clair 10 Cine
and Loan No. 851447 - Halls Ferry 14 Cine. On a combined basis, the overall debt
service coverage ratio is 1.40x and the overall loan to value ratio is 60.6%.
The Mortgage Loan was originated by Wells Fargo on December 31, 1998.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
<S>                                <C>                <C>                                  <C>
CUT-OFF DATE BALANCE:              $10,394,590        PROPERTY TYPE:                       THEATER
GROSS MORTGAGE RATE:               8.255%             LOCATION:                            ST. CHARLES, MO
INTEREST ACCRUAL METHOD:           30/360             YEAR BUILT/RENOVATED:                1987/1997
FIRST PAYMENT DATE:                02/01/1999         SQUARE FEET:                         93,031
MATURITY DATE:                     01/01/2019         CUT-OFF DATE BALANCE/SCREEN:         $577,477
ORIGINAL AMORTIZATION:             240 MONTHS
ANNUAL DEBT SERVICE:               $1,073,998         OCCUPANCY:                           100.0%
LOCKOUT END DATE:                  07/31/2018         OCCUPANCY DATE:                      12/28/1998
CALL PROTECTION:                   DEFEASANCE
CALL PROTECTION END DATE:          07/31/2018         APPRAISED VALUE:                     $16,500,000
ESCROWS                                               CUT-OFF DATE LTV:                    63.00%
    REAL ESTATE TAXES:             NO                 BALLOON LTV:                         0.00%
    INSURANCE:                     NO
    REPLACEMENT RESERVES:          YES                UNDERWRITTEN CASH FLOW:              $1,482,291
                                                      DSCR:                                1.40X
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The Property

St. Charles 18 Cine is a 93,031 square foot, 18-screen single story multiplex
theater which shows first run titles. It was originally developed as an 8 screen
theater in 1987 and was expanded by 10 screens in 1997. The property seats 3,731
and includes a state of the art concessions area and a large entertainment
center. It also includes additional land upon which the theater can expand. The
property is 100% leased to St. Charles Cine under a lease expiring January 2019.

The Borrower

The borrowing entity is St. Charles Cine, LLC, a Missouri limited liability
company with St. Charles Manager, Inc., a Missouri corporation, as the managing
member. Both the borrower and the managing member are single purpose entities
which do not engage in any business unrelated to the Mortgaged Property, do not
have any assets other than the Mortgaged Property or any indebtedness other than
the Mortgage Loan. Additionally, the borrowing entity's organizational documents
require an independent director and the unanimous vote of directors and/or
members of the borrower in connection with the filing of a petition in
bankruptcy. The lender received an opinion from borrower's counsel that, among
other things, the assets of the borrower or managing member shall not be
consolidated with the assets of Ronnie's Enterprises, Inc., a Missouri
corporation ("Parent"), in the event of a bankruptcy or insolvency of Parent.

Management

The property is managed by Wehrenberg Theaters, Inc. which is the lessee and an
affiliate of the borrower.

Escrows

The borrower is required to fund $1,680 monthly to fund an escrow for future
capital expenditures.

Release Provisions

The Mortgage Loan is cross-collateralized and cross-defaulted with Loan No.
851443 - Des Peres 14 Cine, Loan No. 851444 - O'Fallon 15 Cine, Loan No. 851446
- - St. Clair 10 Cine and Loan No. 851447 - Halls Ferry 14 Cine. The borrower has
the right to uncross the loan subject to (i) payment of a release price equal to
125% of the then outstanding balance of the note, (ii) the remaining collateral
must have a debt service coverage greater than or equal to 1.35x assuming a 10%
debt constant, (iii) the blended loan to value ratio for the remaining
collateral must be no greater than 70%, and (iv) the property cannot be released
unless Halls Ferry 14 Cine and St. Clair 10 Cine have been released according to
the terms of their loan documents.

Additional Debt

The borrower may not encumber or otherwise transfer the property without the
prior written consent of lender.


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              21


LOAN NO. 851443- DES PERES 14 CINE

Overview

This Mortgage Loan is secured by a first mortgage on a 14-screen multiplex movie
theater located in Des Peres, MO. The Mortgage Loan is cross-collateralized and
cross-defaulted with Loan No. 851445 - St Charles 18 Cine, Loan No. 851444 -
O'Fallon 15 Cine, Loan No. 851446 - St. Clair 10 Cine and Loan No. 851447 -
Halls Ferry 14 Cine. On a combined basis, the overall debt service coverage
ratio is 1.40x and the overall loan to value ratio is 60.6%. The Mortgage Loan
was originated by Wells Fargo on December 31, 1998.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
<S>                                <C>                <C>                                  <C>
CUT-OFF DATE BALANCE:              $8,606,060         PROPERTY TYPE:                       THEATER
GROSS MORTGAGE RATE:               8.255%             LOCATION:                            DES PERES, MO
INTEREST ACCRUAL METHOD:           30/360             YEAR BUILT/RENOVATED:                1972/1997
FIRST PAYMENT DATE:                02/01/1999         SQUARE FEET:                         74,103
MATURITY DATE:                     01/01/2019         CUT-OFF DATE BALANCE/SCREEN:         $614,719
ORIGINAL AMORTIZATION:             240 MONTHS
ANNUAL DEBT SERVICE:               $890,744           OCCUPANCY:                           100.0%
LOCKOUT END DATE:                  07/31/2018         OCCUPANCY DATE:                      12/28/1998
CALL PROTECTION:                   DEFEASANCE
CALL PROTECTION END DATE:          07/31/2018         APPRAISED VALUE:                     $12,500,000
ESCROWS                                               CUT-OFF DATE LTV:                    68.85%
    REAL ESTATE TAXES:             NO                 BALLOON LTV:                         0.00%
    INSURANCE:                     NO
    REPLACEMENT RESERVES:          YES                UNDERWRITTEN CASH FLOW:              $1,162,244
                                                      DSCR:                                1.30X
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The Property

Des Peres 14 Cine is a 74,103 square foot, 14-screen two-story multiplex theater
which shows first run titles. 8 of the theaters have stadium seating. Of the
total building area, 56,103 square feet is theater space and 18,000 square feet
is office and storage. The property seats 2,336 and includes a concessions area
and game room. The property is 100% leased to Des Peres Cine under two separate
leases expiring January 2019.

The Borrower

The borrowing entity is Des Peres Cine, LLC, a Missouri limited liability
company with Des Peres Manager, Inc., a Missouri corporation, as the managing
member. Both the borrower and the managing member are single purpose entities
which do not engage in any business unrelated to the Mortgaged Property, do not
have any assets other than the Mortgaged Property or any indebtedness other than
the Mortgage Loan. Additionally, the borrowing entity's organizational documents
require an independent director and the unanimous vote of directors and/or
members of the borrower in connection with the filing of a petition in
bankruptcy. The lender received an opinion from borrower's counsel that, among
other things, the assets of the borrower or managing member shall not be
consolidated with the assets of Ronnie's Enterprises, Inc., a Missouri
corporation ("Parent"), in the event of a bankruptcy or insolvency of Parent.

Management

The property is managed by Wehrenberg Theaters, Inc. which is the lessee and an
affiliate of the borrower.

Escrows

The borrower is required to fund $1,729 monthly to fund an escrow for future
capital expenditures.

Release Provisions

The Mortgage Loan is cross-collateralized and cross-defaulted with Loan No.
851445 - St. Charles 18 Cine, Loan No. 851444 - O'Fallon 15 Cine, Loan No.
851446 - St. Clair 10 Cine and Loan No. 851447 - Halls Ferry 14 Cine. The
borrower has the right to uncross the loan subject to (i) payment of a release
price equal to 125% of the then outstanding balance of the note, (ii) the
remaining collateral must have a debt service coverage greater than or equal to
1.35x assuming a 10% debt constant, (iii) the blended loan to value ratio for
the remaining collateral must be no greater than 70%, and (iv) the property
cannot be released unless Halls Ferry 14 Cine and St. Clair 10 Cine have been
released according to the terms of their loan documents.

Additional Debt

The borrower may not encumber or otherwise transfer the property without the
prior written consent of lender.


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              22


LOAN NO. 851444 - O'FALLON 15 CINE

Overview

This Mortgage Loan is secured by a first mortgage on a 15-screen multiplex movie
theater located in O'Fallon, IL. The Mortgage Loan is cross-collateralized and
cross-defaulted with Loan No. 851445 - St Charles 18 Cine, Loan No. 851443 - Des
Peres 14 Cine, Loan No. 851446 - St. Clair 10 Cine and Loan No. 851447 - Halls
Ferry 14 Cine. On a combined basis, the overall debt service coverage ratio is
1.40x and the overall loan to value ratio is 60.6%. The Mortgage Loan was
originated by Wells Fargo on December 31, 1998.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
<S>                                <C>                <C>                                  <C>
CUT-OFF DATE BALANCE:              $6,731,735         PROPERTY TYPE:                       THEATER
GROSS MORTGAGE RATE:               8.255%             LOCATION:                            O'FALLON, IL
INTEREST ACCRUAL METHOD:           30/360             YEAR BUILT/RENOVATED:                1996
FIRST PAYMENT DATE:                02/01/1999         SQUARE FEET:                         52,871
MATURITY DATE:                     01/01/2019         CUT-OFF DATE BALANCE/SCREEN:         $448,782
ORIGINAL AMORTIZATION:             240 MONTHS
ANNUAL DEBT SERVICE:               $695,542           OCCUPANCY:                           100.0%
LOCKOUT END DATE:                  07/31/2018         OCCUPANCY DATE:                      12/28/1998
CALL PROTECTION:                   DEFEASANCE
CALL PROTECTION END DATE:          07/31/2018         APPRAISED VALUE:                     $11,500,000
ESCROWS                                               CUT-OFF DATE LTV:                    58.54%
    REAL ESTATE TAXES:             NO                 BALLOON LTV:                         0.00%
    INSURANCE:                     NO
    REPLACEMENT RESERVES:          YES                UNDERWRITTEN CASH FLOW:              $981,612
                                                      DSCR:                                1.40X
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The Property

O'Fallon 15 Cine is a 52,871 square foot, 15-screen two-story multiplex theater
which shows first run titles. 7 of the theaters have stadium seating. It also
includes additional land upon which the theater can expand. The property is 100%
leased to O'Fallon Cine under a lease expiring January 2019.

The Borrower

The borrowing entity is O'Fallon Cine, LLC, a Missouri limited liability company
with O'Fallon, IL Manager, Inc., a Missouri corporation as the managing member.
Both the borrower and the managing member are single purpose entities which do
not engage in any business unrelated to the Mortgaged Property, do not have any
assets other than the Mortgaged Property or any indebtedness other than the
Mortgage Loan. Additionally, the borrowing entity's organizational documents
require an independent director and the unanimous vote of directors and/or
members of the borrower in connection with the filing of a petition in
bankruptcy The lender received an opinion from borrower's counsel that, among
other things, the assets of the borrower or managing member shall not be
consolidated with the assets of Ronnie's Enterprises, Inc., a Missouri
corporation ("Parent"), in the event of a bankruptcy or insolvency of Parent.

Management

The property is managed by Wehrenberg Theaters, Inc. which is the lessee and an
affiliate of the borrower.

Escrows

The borrower is required to fund $865 monthly to fund an escrow for future
capital expenditures.

Release Provisions

The Mortgage Loan is cross-collateralized and cross-defaulted with Loan No.
851445 - St. Charles 18 Cine, Loan No. 851443 - Des Peres 14 Cine, Loan No.
851446 - St. Clair 10 Cine and Loan No. 851447 - Halls Ferry 14 Cine. The
borrower has the right to uncross the loan subject to (i) payment of a release
price equal to 125% of the then outstanding balance of the note, (ii) the
remaining collateral must have a debt service coverage greater than or equal to
1.35x assuming a 10% debt constant, (iii) the blended loan to value ratio for
the remaining collateral must be no greater than 70%, and (iv) the property
cannot be released unless Halls Ferry 14 Cine and St. Clair 10 Cine have been
released according to the terms of their loan documents.

Additional Debt

The borrower may not encumber or otherwise transfer the property without the
prior written consent of lender.


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              23


LOAN NO. 851446 - ST. CLAIR 10 CINE

Overview

This Mortgage Loan is secured by a first mortgage on a 10-screen multiplex movie
theater located in Fairview Heights, IL. The Mortgage Loan is
cross-collateralized and cross-defaulted with Loan No. 851445 - St Charles 18
Cine, Loan No. 851443 - Des Peres 14 Cine, Loan No. 851444 - O'Fallon 15 Cine
and Loan No. 851447 - Halls Ferry 14 Cine. On a combined basis, the overall debt
service coverage ratio is 1.40x and the overall loan to value ratio is 60.6%.
The Mortgage Loan was originated by Wells Fargo on December 31, 1998.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
<S>                                <C>                <C>                                  <C>
CUT-OFF DATE BALANCE:              $2,969,883         PROPERTY TYPE:                       THEATER
GROSS MORTGAGE RATE:               8.255%             LOCATION:                            FAIRVIEW HEIGHTS, IL
INTEREST ACCRUAL METHOD:           30/360             YEAR BUILT/RENOVATED:                1986
FIRST PAYMENT DATE:                02/01/1999         SQUARE FEET:                         38,735
MATURITY DATE:                     01/01/2019         CUT-OFF DATE BALANCE/SCREEN:         $296,988
ORIGINAL AMORTIZATION:             240 MONTHS
ANNUAL DEBT SERVICE:               $306,857           OCCUPANCY:                           100.0%
LOCKOUT END DATE:                  07/31/2018         OCCUPANCY DATE:                      12/28/1998
CALL PROTECTION:                   DEFEASANCE
CALL PROTECTION END DATE:          07/31/2018         APPRAISED VALUE:                     $5,900,000
ESCROWS                                               CUT-OFF DATE LTV:                    50.34%
    REAL ESTATE TAXES:             NO                 BALLOON LTV:                         0.00%
    INSURANCE:                     NO
    REPLACEMENT RESERVES:          YES                UNDERWRITTEN CASH FLOW:              $537,958
                                                      DSCR:                                1.40X
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The Property

St.Clair 10 Cine is a 38,735 square foot, 10-screen single-story multiplex
theater which shows first run titles. The theaters seat 2,198 and includes a
state of the art concessions area and a large entertainment center. The property
is 100% leased to St. Clair Cine under a lease expiring January 2019.

The Borrower

The borrowing entity is St. Clair Cine, LLC, a Missouri limited liability
company with St. Clair Manager, Inc., a Missouri corporation, as the managing
member. Both the borrower and the managing member are single purpose entities
which do not engage in any business unrelated to the Mortgaged Property, do not
have any assets other than the Mortgaged Property or any indebtedness other than
the Mortgage Loan. Additionally, the borrowing entity's organizational documents
require an independent director and the unanimous vote of directors and/or
members of the borrower in connection with the filing of a petition in
bankruptcy. The lender received an opinion from borrower's counsel that, among
other things, the assets of the borrower or managing member shall not be
consolidated with the assets of Ronnie's Enterprises, Inc., a Missouri
corporation ("Parent"), in the event of a bankruptcy or insolvency of Parent.

Management

The property is managed by Wehrenberg Theaters, Inc. which is the lessee and an
affiliate of the borrower.

Escrows

The borrower is required to fund $1,168 monthly to fund an escrow for future
capital expenditures.

Release Provisions

The Mortgage Loan is cross-collateralized and cross-defaulted with Loan No.
851445 - St. Charles 18 Cine, Loan No. 851443 - Des Peres 14 Cine, Loan No.
851444 - O'Fallon 15 Cine and Loan No. 851447 - Halls Ferry 14 Cine. The
borrower has the right to uncross the loan subject to (i) payment of a release
price equal to 110% of the then outstanding balance of the note, (ii) the
remaining collateral must have a debt service coverage greater than or equal to
1.35x assuming a 10% debt constant, and (iii) the blended loan to value ratio
for the remaining collateral must be no greater than 70%.

Additional Debt

The borrower may not encumber or otherwise transfer the property without the
prior written consent of lender.

- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              24

LOAN NO. 851447 - HALLS FERRY 14 CINE

Overview

This Mortgage Loan is secured by a first mortgage on a 14-screen multiplex movie
theater located in St. Louis, MO. The Mortgage Loan is cross-collateralized and
cross-defaulted with Loan No. 851445 - St Charles 18 Cine, Loan No. 851443 - Des
Peres 14 Cine, Loan No. 851444 - O'Fallon 15 Cine and Loan No. 851446 - St.
Clair 10 Cine. On a combined basis, the overall debt service coverage ratio is
1.40x and the overall loan to value ratio is 60.6%. The Mortgage Loan was
originated by Wells Fargo on December 31, 1998.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
<S>                                <C>                <C>                                  <C>
CUT-OFF DATE BALANCE:              $2,853,464         PROPERTY TYPE:                       THEATER
GROSS MORTGAGE RATE:               7.735%             LOCATION:                            ST. LOUIS, MO
INTEREST ACCRUAL METHOD:           30/360             YEAR BUILT/RENOVATED:                1978/1988
FIRST PAYMENT DATE:                06/01/1999         SQUARE FEET:                         53,129
MATURITY DATE:                     01/01/2009         CUT-OFF DATE BALANCE/SCREEN:         $203,819
ORIGINAL AMORTIZATION:             116 MONTHS
ANNUAL DEBT SERVICE:               $427,594           OCCUPANCY:                           100.0%
LOCKOUT END DATE:                  07/31/2008         OCCUPANCY DATE:                      12/28/1998
CALL PROTECTION:                   DEFEASANCE
CALL PROTECTION END DATE:          07/31/2008         APPRAISED VALUE:                     $6,400,000
ESCROWS                                               CUT-OFF DATE LTV:                    45.59%
    REAL ESTATE TAXES:             NO                 BALLOON LTV:                         0.00%
    INSURANCE:                     NO
    REPLACEMENT RESERVES:          YES                UNDERWRITTEN CASH FLOW:              $586,931
                                                      DSCR:                                1.40X
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The Property

Halls Ferry 14 Cine is a 53,129 square foot, 14-screen single-story multiplex
theater which shows first run titles. It was originally developed as an 8 screen
theater in 1978 and was expanded by 6 screens in 1988. The property seats 2,986
and includes a main concessions stand and a game room. It is 100% leased to
Halls Ferry Cine under a lease expiring January 2009.

The Borrower

The borrowing entity is Halls Ferry Cine, LLC, a Missouri limited liability
company with Halls Ferry Manager, Inc., a Missouri corporation, as the managing
member. Both the borrower and the managing member are single purpose entities
which do not engage in any business unrelated to the Mortgaged Property, do not
have any assets other than the Mortgaged Property or any indebtedness other than
the Mortgage Loan. Additionally, the borrowing entity's organizational documents
require an independent director and the unanimous vote of directors and/or
members of the borrower in connection with the filing of a petition in
bankruptcy. The lender received an opinion from borrower's counsel that, among
other things, the assets of the borrower or managing member shall not be
consolidated with the assets of Ronnie's Enterprises, Inc., a Missouri
corporation ("Parent"), in the event of a bankruptcy or insolvency of Parent.

Management

The property is managed by Wehrenberg Theaters, Inc. which is the lessee and an
affiliate of the borrower.

Escrows

The borrower is required to fund $1,141 monthly to fund an escrow for future
capital expenditures.

Release Provisions

The Mortgage Loan is cross-collateralized and cross-defaulted with Loan No.
851445 - St. Charles 18 Cine, Loan No. 851443 - Des Peres 14 Cine, Loan No.
851444 - O'Fallon 15 Cine and Loan No. 851446 - St. Clair 10 Cine. The borrower
has the right to uncross the loan subject to (i) payment of a release price
equal to 110% of the then outstanding balance of the note, (ii) the remaining
collateral must have a debt service coverage greater than or equal to 1.35x
assuming a 10% debt constant, and (iii) the blended loan to value ratio for the
remaining collateral must be no greater than 70%.

Additional Debt

The borrower may not encumber or otherwise transfer the property without the
prior written consent of lender.

- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              25

LOAN NO. 851499 - PLEASANTON OFFICE PORTFOLIO LOAN

Overview

This Mortgage Loan is a first mortgage loan secured, on a cross-collateralized
and cross-defaulted basis, by 6 office properties situated in the Hacienda
Business Park in Pleasanton, CA. The loan was originated by Wells Fargo on
January 19, 1999.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
<S>                                <C>                <C>                                  <C>
CUT-OFF DATE BALANCE:              $25,701,453        PROPERTY TYPE:                       OFFICE
GROSS MORTGAGE RATE:               7.425%             LOCATION:                            PLEASANTON, CA
INTEREST ACCRUAL METHOD:           ACTUAL/360         YEAR BUILT/RENOVATED:                1983
FIRST PAYMENT DATE:                03/01/1999         SQUARE FEET:                         322,296
MATURITY DATE:                     02/01/2006         CUT-OFF DATE BALANCE/SQ. FT.:        $79.74
ORIGINAL AMORTIZATION:             360 MONTHS
ANNUAL DEBT SERVICE:               $2,148,890         OCCUPANCY:                           100.0%
LOCKOUT END DATE:                  08/31/2005         OCCUPANCY DATE:                      03/15/1999
CALL PROTECTION:                   DEFEASANCE
CALL PROTECTION END DATE:          08/31/2005         APPRAISED VALUE:                     $42,850,000
ESCROWS                                               CUT-OFF DATE LTV:                    59.98%
    REAL ESTATE TAXES:             NO                 BALLOON LTV:                         55.80%
    INSURANCE:                     NO
    REPLACEMENT RESERVES:          YES                UNDERWRITTEN CASH FLOW:              $2,943,245
                                                      DSCR:                                1.37X
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The Properties

The Properties consist of 6 buildings situated on 4 parcels; all buildings were
developed in the mid 1980s and are described as follows:


            PROPERTY NAME          DESCRIPTION               SQ. FT.
            -------------          -----------               -------
            Amador I               1 story office            45,525
            Amador III             1 story office            82,944
            Arroyo Center          1-2 story office          104,741
            Rinconada              1-2 story office          89,086
                                                             -------
            Total                                            322,296

The Properties are part of the Hacienda Business Park, a major business park
with 5.7 million square feet of office and R&D space located between San
Francisco and the Silicon Valley.

Major tenants at the properties include Vanstar Corporation (89,086 square feet)
under a lease expiring May 2006, Pacific Bell Communication (82,944 square feet)
under a lease expiring April 2002, Hexcel Corp. (55,241 square feet) under a
lease expiring September 2002, Topcon America Corp (49,500 square feet) under a
lease expiring June 2004, and Lucent Technologies (45,525 square feet) under a
lease expiring October 2004.

The Borrower

The borrowing entity is Las Positas L.L.C., a Delaware limited liability company
with two members. The managing member of the borrower is G and I II Las Positas
L.L.C., a Delaware limited liability company, with G and I II Investment Las
Positas Corp, a Delaware corporation as its managing member. The other member of
the borrower is Skyline RE, a California limited partnership. Both the borrower
and its managing member are single purpose entities which do not engage in any
business unrelated to the Mortgaged Property, do not have any assets other than
the Mortgaged Property or any indebtedness other than the Mortgage Loan.
Additionally, the managing member of the borrower is required to have an
independent director and a unanimous vote of directors in connection with the
filing of the petition of bankruptcy. The lender has received from the
borrower's counsel that, among other things, the assets of the borrower, the
managing member of the borrower, and the managing member of the managing member
shall not be consolidated with the assets of DRA Growth and Income Fund II, LLC,
a Delaware limited liability company, in the event of a bankruptcy or insolvency
of such party, the assets of borrower shall not be consolidated with the assets
of the managing member of the borrower in the event of a bankruptcy or
insolvency of such party, and the assets of the borrower or the managing member
of the borrower shall not be consolidated with the assets of G and I II
Investment Las Positas Corp, a Delaware corporation, in the event of a
bankruptcy or insolvency of such party.

- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              26

Management

The property is managed by DRA Advisers which is an affiliate of the borrower.

Escrows

The borrower is required to fund $2,686 monthly to fund an escrow for future
capital expenditures. Additionally, an escrow of $130,000, representing 125% of
all major investment requirements estimated within the next three years, was
funded at closing.

Release Provisions

The borrower has the right to uncross the properties subject to (i) payment of a
release price equal to 110% of the then outstanding balance of the related note,
(ii) the remaining collateral must have a debt service coverage greater than or
equal to 1.45x assuming a 8.60% debt constant, and (iii) the blended loan to
value ratio for the remaining collateral must be no greater than 60%.

Additional Debt

The borrower may not encumber or otherwise transfer the property without the
prior written consent of lender.


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              27

LOAN NO. 18041 - 225 BROADWAY

Overview

This Mortgage Loan is secured by first mortgage on 225 Broadway, a 445,373
square foot office building located in the City Hall submarket of downtown
Manhattan. The loan was originated by Bear Stearns on April 23, 1999.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
<S>                                <C>                <C>                                  <C>
CUT-OFF DATE BALANCE:              $25,701,453        PROPERTY TYPE:                       OFFICE
GROSS MORTGAGE RATE:               7.39%              LOCATION:                            NEW YORK, NY
INTEREST ACCRUAL METHOD:           ACTUAL/360         YEAR BUILT/RENOVATED:                1925/CONTINUOUSLY
FIRST PAYMENT DATE:                06/01/1999         SQUARE FEET:                         445,373
MATURITY DATE:                     05/01/2009         CUT-OFF DATE BALANCE/SQ. FT.:        $57.18
ORIGINAL AMORTIZATION:             360 MONTHS
ANNUAL DEBT SERVICE:               $2,116,595         OCCUPANCY:                           94.5%
LOCKOUT END DATE:                  01/31/2009         OCCUPANCY DATE:                      04/19/1999
CALL PROTECTION:                   DEFEASANCE
CALL PROTECTION END DATE:          01/31/2009         APPRAISED VALUE:                     $50,000,000
ESCROWS                                               CUT-OFF DATE LTV:                    50.93%
    REAL ESTATE TAXES:             YES                BALLOON LTV:                         44.95%
    INSURANCE:                     YES
    REPLACEMENT RESERVES:          YES                UNDERWRITTEN CASH FLOW:              $3,494,584
                                                      DSCR:                                1.65X
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The Property

The property is a 44-story Class B office building situated at the southwest
corner of Barclay Street and Broadway, immediately southwest of City Hall Park,
in the City Hall submarket of downtown Manhattan. The majority of the building's
approximately 140 tenants are small and medium sized law firms that work with
the neighboring city and federal offices as well as utilize the state, federal
and city courts. No tenant represents more than 4.2% of total NRA.

There are only four tenants that represent more than 3% of NRA, including the
YMCA Retirement Fund (18,600 Sq.Ft.) under a lease expiring September 1999, NY
County Defender Services (15,362 Sq.Ft.) under a lease expiring June 2007,
Shapiro, Beilly & Rosenberg (15,362 Sq.Ft.) under a lease expiring December 2007
and Medical & Health Research Associates (14,360 Sq.Ft.) under a lease expiring
July 2000.

The Borrower

The borrowing entity is 225 Broadway Company, L.P. a New York limited
partnership whose general partner is 225 Broadway SPE LLC, a New York limited
liability company. Both the borrower and the general partner are single purpose
entities which do not engage in any business unrelated to the Mortgaged
Property, do not have any assets other than the Mortgaged Property or any
indebtedness other than the Mortgage Loan. Additionally, the borrowing entity's
organizational documents require an independent director and the unanimous vote
of directors and/or members of the borrower in connection with the filing of a
petition in bankruptcy. The lender received an opinion from borrower's counsel
that, among other things, the assets of the borrower shall not be consolidated
with the assets of any party owning more than 49% interest in the borrower in
the event of a bankruptcy or insolvency of such party.

Management

The property is managed by Braun Management, Inc., which is an affiliate of the
borrower.

Escrows

The borrower is required to fund monthly escrow deposits in amounts sufficient
to pay real estate taxes and insurance premiums when due. The borrower is also
required to pay $9,279 monthly to fund an escrow for future capital
expenditures. At closing, a reserve was established in the amount of $28,370
which represents the estimated cost to satisfy certain minor building code and
other violations at the property.

Additional Debt

The borrower may not encumber or otherwise transfer the property without the
prior written consent of lender.

- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              28

LOAN NO. 851550 - COMPUCOM SYSTEMS HEADQUARTERS

Overview

This Mortgage Loan is secured by a 242,336 square foot, Class B+ office
development, located in suburban Dallas, TX and 100% occupied by CompuCom
Systems Inc. The loan was originated by Wells Fargo on March 31, 1999.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
<S>                                <C>                <C>                                  <C>
CUT-OFF DATE BALANCE:              $22,921,816        PROPERTY TYPE:                       OFFICE
GROSS MORTGAGE RATE:               7.215%             LOCATION:                            DALLAS, TX
INTEREST ACCRUAL METHOD:           ACTUAL/360         YEAR BUILT/RENOVATED:                1973/1997
FIRST PAYMENT DATE:                05/01/1999         SQUARE FEET:                         242,336
MATURITY DATE:                     04/01/2009         CUT-OFF DATE BALANCE/SQ. FT.:        $94.59
ORIGINAL AMORTIZATION:             300 MONTHS
ANNUAL DEBT SERVICE:               $1,988,728         OCCUPANCY:                           100.0%
LOCKOUT END DATE:                  10/31/2008         OCCUPANCY DATE:                      03/24/1999
CALL PROTECTION:                   DEFEASANCE
CALL PROTECTION END DATE:          10/31/2008         APPRAISED VALUE:                     $36,000,000
ESCROWS                                               CUT-OFF DATE LTV:                    63.67%
    REAL ESTATE TAXES:             NO                 BALLOON LTV:                         51.46%
    INSURANCE:                     NO
    REPLACEMENT RESERVES:          NO                 UNDERWRITTEN CASH FLOW:              $3,090,786
                                                      DSCR:                                1.55X
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The Property

The property is known as the CompuCom Corporate Headquarters. It consists of two
buildings originally developed in 1973 and substantially renovated in 1997 after
being purchased by an affiliate of the tenant. The property is located in the
Lake Forest area of suburban Dallas. The two buildings include Building A, an
8-story, elevator-served building containing 153,259 square feet and finished
with a combination of open plan office and executive offices, and Building B, a
3-story, elevator served building containing 89,077 square feet used primarily
for offices. The property is 100% leased to CompuCom Systems Inc. under a lease
expiring March 2019.

The Borrower

The borrowing entity is Delaware COMP LLC, a Delaware limited liability company
with COMP (TX) Q.R.S. 11-42, Inc., a Delaware corporation, as the managing
member, and Carey Institutional Properties, Inc. as a sole stockholder of the
managing member. Both the borrower and the managing member are single purpose
entities which do not engage in any business unrelated to the Mortgaged
Property, do not have any assets other than the Mortgaged Property or any
indebtedness other than the Mortgage Loan. Additionally, the managing member's
organizational documents require an independent director and the unanimous vote
of directors and/or members of the borrower in connection with the filing of a
petition in bankruptcy. The lender received an opinion from borrower's counsel
that, among other things, the assets of the borrower shall not be consolidated
with the assets of Comp (TX) QRS 14-15, Inc. and Comp (TX) QRS 12-47, Inc. and
Comp (TX) QRS 11-42, Inc. in the event of a bankruptcy or insolvency of such
parties. And, the assets of the managing member shall not be consolidated with
the assets of Carey Institutional Properties, Inc. in the event of the
bankruptcy or insolvency of such party.

Management

The property is managed by Carey Management LLC which is an affiliate of the
borrower, however the Tenant is responsible for all operating expenses and
maintenance of the buildings. According to the Deed of Trust, there was no
management agreement in place at loan closing.

Additional Debt

The borrower may not encumber or otherwise transfer the property without the
prior written consent of the lender.


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              29

LOAN NO. 851563 - KING STREET METRO PLACE - PHASE I

Overview

This Mortgage Loan is secured by a 141,332 square foot Class A mixed-use
building in Alexandria, VA. The loan was originated by Wells Fargo in April 16,
1999.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
<S>                                <C>                <C>                                  <C>
CUT-OFF DATE BALANCE:              $22,366,917        PROPERTY TYPE:                       MIXED-USE
GROSS MORTGAGE RATE:               6.92%              LOCATION:                            ALEXANDRIA, VA
INTEREST ACCRUAL METHOD:           ACTUAL/360         YEAR BUILT/RENOVATED:                1998
FIRST PAYMENT DATE:                06/01/1999         SQUARE FEET:                         141,332
MATURITY DATE:                     05/01/2009         CUT-OFF DATE BALANCE/SQ. FT.:        $158.39
ORIGINAL AMORTIZATION:             360 MONTHS
ANNUAL DEBT SERVICE:               $1,773,914         OCCUPANCY:                           93.8%
LOCKOUT END DATE:                  11/30/2008         OCCUPANCY DATE:                      01/26/1999
CALL PROTECTION:                   DEFEASANCE
CALL PROTECTION END DATE:          11/30/2008         APPRAISED VALUE:                     $33,400,000
ESCROWS                                               CUT-OFF DATE LTV:                    66.97%
    REAL ESTATE TAXES:             YES                BALLOON LTV:                         58.39%
    INSURANCE:                     NO
    REPLACEMENT RESERVES:          NO                 UNDERWRITTEN CASH FLOW:              $2,543,078
                                                      DSCR:                                1.43X
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The Property

Phase I of King Street Metro Place is a 6-story, elevator-served office building
situated adjacent to the King Street Metro station in the Old Town section of
Alexandria, VA. The property is part of a mixed-use development which includes
Fairfield Suites time-share, a full-service Hilton hotel and a 577-space
underground parking garage. The building was developed in 1998. Major tenants in
the building include Burns, Doane, Swicker & Mathis (97,231 square feet) under a
lease expiring October 2013, Dean Witter (11,980 square feet) under a lease
expiring December 2008, and The Raven Group (10,465 square feet) under a lease
expiring November 2003.

The Borrower

The borrowing entity is King Street LLC, a Virginia limited liability company
with King Street Office Inc. as its managing member. Both the borrower and the
managing member are single purpose entities which do not engage in any business
unrelated to the Mortgaged Property, do not have any assets other than the
Mortgaged Property or any indebtedness other than the Mortgage Loan. The lender
received an opinion from borrower's counsel that, among other things, the assets
of the borrower shall not be consolidated with the assets of any other affiliate
(including King Street I LLC, King Street Office Inc., or H/P Commercial
Services Inc.) in the event of a bankruptcy or insolvency of such parties.

Management

The property is managed by The Peterson Co, which is affiliated with the
borrowing entity.

Escrows

The borrower is required to fund monthly escrow deposits in an amount sufficient
to pay real estate taxes when due.

Additional Debt

The borrower may not encumber or otherwise transfer the property without the
prior written consent of the lender.

- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              30

LOAN NO. 851476 - 800 WEST EL CAMINO REAL

Overview

This Mortgage Loan is secured by a 117,128 square foot Class A office building
situated in Mountain View, CA. The loan was originated by Wells Fargo on
December 30, 1998.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
<S>                                <C>                <C>                                  <C>
CUT-OFF DATE BALANCE:              $19,356,534        PROPERTY TYPE:                       OFFICE
GROSS MORTGAGE RATE:               6.97%              LOCATION:                            MOUNTAIN VIEW, CA
INTEREST ACCRUAL METHOD:           ACTUAL/360         YEAR BUILT/RENOVATED:                1987/1998
FIRST PAYMENT DATE:                02/01/1999         SQUARE FEET:                         117,128
MATURITY DATE:                     01/01/2009         CUT-OFF DATE BALANCE/SQ. FT.:        $165.47
ORIGINAL AMORTIZATION:             300 MONTHS
ANNUAL DEBT SERVICE:               $1,649,388         OCCUPANCY:                           100.0%
LOCKOUT END DATE:                  07/31/2008         OCCUPANCY DATE:                      02/13/1999
CALL PROTECTION:                   DEFEASANCE
CALL PROTECTION END DATE:          07/31/2008         APPRAISED VALUE:                     $34,100,000
ESCROWS                                               CUT-OFF DATE LTV:                    56.76%
    REAL ESTATE TAXES:             YES                BALLOON LTV:                         45.70%
    INSURANCE:                     YES
    REPLACEMENT RESERVES:          YES                UNDERWRITTEN CASH FLOW:              $3,121,134
                                                      DSCR:                                1.89X
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The Property

The property includes two three and four-story office buildings with open plazas
and courtyards over a two-story 369 space subterranean garage. The buildings,
originally developed in 1987, were designed by the firm of Skidmore Owings and
Merrill and were substantially renovated and retenanted in 1998. The property is
located in the Central Business District of Mountain View, CA. Major tenants
include Sagent Technology Inc. (34,244 square feet) under a lease expiring
October 2003, Pharsight Corp. (16,000 square feet) under a lease expiring
September 2003, HQ Business Centers (15,233 square feet) under a lease expiring
May 2008, Edelman PR (14, 791 square feet) under a lease expiring September
2004, Blue Pumpkin Software, Inc. (10,840 square feet) under a lease expiring
November 2001, and ADC Telecommunications (10,416 square feet) under a lease
expiring December 2003.

The Borrower

The borrowing entity is Asset Growth Partners, a California limited partnership
with El Camino Equity Manager as the general partner. Both the borrower and the
general partner are single purpose entities which do not engage in any business
unrelated to the Mortgaged Property, do not have any assets other than the
Mortgaged Property or any indebtedness other than the Mortgage Loan. The lender
received an opinion from borrower's counsel that, among other things, the assets
of the borrower shall not be consolidated with the assets of the limited
partners (including Rees Properties Inc., El Camino Equity Partners, LLC, Asset
Growth Partners, a California limited partnership) or the general partner in the
event of a bankruptcy or insolvency of such parties.

Management

The property is managed by Rees Properties, Inc., which is an affiliate of the
borrower.

Escrows

The borrower is required to fund monthly escrow deposits in amounts sufficient
to pay real estate taxes and insurance premiums when due. The borrower is also
required to fund $2,440 monthly to fund an escrow for future capital
expenditures. Additionally, the borrower is required to fund $8,333 monthly,
during the first six years of the loan term, into an escrow for potential
re-tenanting costs.

Additional Debt

The borrower may not encumber or otherwise transfer the property without the
prior written consent of lender.

- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              31


LOAN NO. 9122 - TORREY RESERVE NORTH COURT

This Mortgage Loan is secured by a first mortgage lien on Torrey Reserve North
Court, 2 office buildings totaling 130,641 square feet and located in the Torrey
Reserve office park in the Del Mar Heights area of San Diego, CA. This loan is
cross-collateralized and cross-defaulted with Loan No. [16465] - 3720 Arroyo
Sorrento Road. On a combined basis, the overall debt service coverage ratio is
1.49x and the overall loan to value ratio is 64.6%.

This loan was originated by Bear Stearns May 26, 1999.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
<S>                                <C>                <C>                                  <C>
CUT-OFF DATE BALANCE:              $18,286,568        PROPERTY TYPE:                       OFFICE
GROSS MORTGAGE RATE:               7.555%             LOCATION:                            SAN DIEGO, CA
INTEREST ACCRUAL METHOD:           ACTUAL/360         YEAR BUILT/RENOVATED:                1998-1999
FIRST PAYMENT DATE:                07/01/1999         SQUARE FEET:                         130,641
MATURITY DATE:                     06/01/2009         CUT-OFF DATE BALANCE/SQ. FT.:        $139.98
ORIGINAL AMORTIZATION:             360 MONTHS
ANNUAL DEBT SERVICE:               $1,543,754         OCCUPANCY:                           100.0%
LOCKOUT END DATE:                  05/31/2009         OCCUPANCY DATE:                      3/24/99
CALL PROTECTION:                   DEFEASANCE
CALL PROTECTION END DATE:          05/31/2009         APPRAISED VALUE:                     $28,400,000
ESCROWS                                               CUT-OFF DATE LTV:                    64.39%
    REAL ESTATE TAXES:             YES                BALLOON LTV:                         57.02%
    INSURANCE:                     NO
    REPLACEMENT RESERVES:          YES                UNDERWRITTEN CASH FLOW:              $2,300,468
                                                      DSCR:                                1.49X
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The Property

Torrey Reserve North Court consists of two separate buildings, a four story,
elevator-served office building with 75,117 square feet, and a three story,
elevator served office building with 55,312 square feet. Both buildings are
limestone and glass clad structures which are considered Class A within their
market. Major tenants include the University of Phoenix (38,063 square feet)
under a lease expiring April 2006, McDonald's Corporation (19,958 square feet)
under a lease expiring August 2008, California Bank and Trust (19,211 square
feet) under a lease expiring April, 2004 and Lockheed Martin (7,955 square feet)
under a lease expiring December 2003.

The Borrower

The borrowing entity is Pacific North Court Holdings, L.P. a California limited
partnership with Pacific North Court Assets, Inc., a California corporation as
its managing general partner. Both the borrower and the general partner are
single purpose entities which do not engage in any business unrelated to the
Mortgaged Property, do not have any assets other than the Mortgaged Property or
any indebtedness other than the Mortgage Loan. Additionally, the lender received
an opinion from borrower's counsel that, among other things, the assets of the
borrower shall not be consolidated with the assets of any party considered
having a principal interest in the borrower in the event of a bankruptcy or
insolvency of such party.

Management

The property is managed by American Assets, Inc., which is an affiliate of the
borrower.

Escrows

The borrower is required to fund monthly escrow deposits in an amount sufficient
to pay real estate taxes when due. The borrower is also required to pay $1,087
monthly to fund an escrow for future capital expenditures. In the event borrower
fails to provide lender with evidence satisfactory to lender of payment of
property insurance premiums in accordance with the loan documents, borrower will
be required to fund an escrow for insurance premiums from and after such
failure. There is a reserve in the amount of $26,000 which is being held by
lender as additional security for the completion of certain punchlist items
relating to tenant improvements for California Bank & Trust.

Release Provisions

This Mortgage Loan is cross-collateralized and cross-defaulted with Loan #16465
- - 3720 Arroyo Sorrento Road. Lender has the right to unilaterally uncross the
loans. The borrower has the right to uncross the loans subject to (1)
maintenance of a minimum DSCR greater than or equal to 1.40x for each of the
remaining property, (2) maintenance of a maximum loan to value ratio of 75% for
the property, (3)


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              32


continued compliance with the Single Purpose Entity requirements, and (4) no
event of default having occurred prior to such release, and (5) satisfaction of
the conditions described in Loan No. 16465.

Additional Debt

The borrower may not encumber or otherwise transfer the property without the
prior written consent of the lender.


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              33


LOAN NO. 16465 - 3720 ARROYO SORRENTO ROAD

This Mortgage Loan is secured by a first mortgage lien on a single story
commercial building with 7,666 square feet and located in the Torrey Reserve
office park in the Del Mar Heights area of San Diego, CA. This loan is
cross-collateralized and cross-defaulted with Loan No 9122 - Torrey Reserve
North Court. This loan was originated by Bear Stearns May 26, 1999.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
<S>                                <C>                <C>                                  <C>
CUT-OFF DATE BALANCE:              $949,303           PROPERTY TYPE:                       OFFICE
GROSS MORTGAGE RATE:               7.555%             LOCATION:                            SAN DIEGO, CA
INTEREST ACCRUAL METHOD:           ACTUAL/360         YEAR BUILT/RENOVATED:                1998
FIRST PAYMENT DATE:                07/01/1999         SQUARE FEET:                         7,666
MATURITY DATE:                     06/01/2009         CUT-OFF DATE BALANCE/SQ. FT.:        $123.83
ORIGINAL AMORTIZATION:             360 MONTHS
ANNUAL DEBT SERVICE:               $80,140            OCCUPANCY:                           100.0%
LOCKOUT END DATE:                  05/31/2009         OCCUPANCY DATE:                      03/24/1999
CALL PROTECTION:                   DEFEASANCE
CALL PROTECTION END DATE:          05/31/2009         APPRAISED VALUE:                     $1,375,000
ESCROWS                                               CUT-OFF DATE LTV:                    69.04%
    REAL ESTATE TAXES:             YES                BALLOON LTV:                         61.14%
    INSURANCE:                     NO
    REPLACEMENT RESERVES:          YES                UNDERWRITTEN CASH FLOW:              $115,115
                                                      DSCR:                                1.44X
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The Property

3720 Arroyo Sorrento Road is a single story commercial building which is leased
to ABC Children's Center under a lease which expires in September 2008.

The Borrower

The borrowing entity is Pacific Torrey Daycare Holdings, L.P. a California
limited partnership with Pacific Torrey Daycare Assets, Inc., a California
corporation as its managing general partner. Both the borrower and the general
partner are single purpose entities which do not engage in any business
unrelated to the Mortgaged Property, do not have any assets other than the
Mortgaged Property or any indebtedness other than the Mortgage Loan.
Additionally, the lender received an opinion from borrower's counsel that, among
other things, the assets of the borrower shall not be consolidated with the
assets of any party owning more than 49% interest in the borrower in the event
of a bankruptcy or insolvency of such party.

Management

The property is managed by American Assets, Inc., which is an affiliate of the
borrower.

Escrows

The borrower is required to fund monthly escrow deposits in an amount sufficient
to pay real estate taxes when due. The borrower is also required to pay $64
monthly to fund an escrow for future capital expenditures. In the event the
borrower fails to provide the lender with evidence satisfactory to the lender of
payment of property insurance premiums in accordance with the loan documents,
the borrower will be required to fund an escrow for insurance premiums from and
after such failure.

Release Provisions

This Mortgage Loan is cross-collateralized and cross-defaulted with Loan No.
9122 - Torrey Reserve North Court. Lender has the right to unilaterally uncross
the loans. The borrower has the right to uncross the loans subject to (1)
maintenance of a minimum DSCR, at the time of the release, greater than or equal
to 1.40x for the remaining property, (2) maintenance of a maximum loan to value
ratio of 75% for the remaining properties, (3) establishment of a $250,000 lease
rollover reserve for the 3720 Arroyo Sorrento Road property for vacancy loss,
tenant improvements and leasing commissions, (4) continued compliance with the
Single Purpose Entity requirements, and (5) no event of default having occurred
prior to such release and (6) satisfaction of the conditions described in the
summary of Loan No. 9122.

Additional Debt

The borrower may not encumber or otherwise transfer the property without the
prior written consent of the lender.


- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              34

LOAN NO. 851087 - AMC THEATERS

Overview

This Mortgage Loan is secured by a 24-screen megaplex AMC Theater situated in
Westminster, CO. The loan was originated by Wells Fargo on June 11, 1998.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
<S>                                <C>                <C>                                  <C>
CUT-OFF DATE BALANCE:              $18,489,569        PROPERTY TYPE:                       THEATER
GROSS MORTGAGE RATE:               7.37%              LOCATION:                            WESTMINSTER, CO
INTEREST ACCRUAL METHOD:           ACTUAL/360         YEAR BUILT/RENOVATED:                1998
FIRST PAYMENT DATE:                08/01/1998         SQUARE FEET:                         90,000
MATURITY DATE:                     07/01/2018         CUT-OFF DATE BALANCE/SCREEN:         $770,399
ORIGINAL AMORTIZATION:             240 MONTHS
ANNUAL DEBT SERVICE:               $1,809,099         OCCUPANCY:                           100.0%
LOCKOUT END DATE:                  01/31/2018         OCCUPANCY DATE:                      02/18/1999
CALL PROTECTION:                   DEFEASANCE
CALL PROTECTION END DATE:          01/31/2018         APPRAISED VALUE:                     $26,550,000
ESCROWS                                               CUT-OFF DATE LTV:                    69.64%
    REAL ESTATE TAXES:             NO                 BALLOON LTV:                         2.63%
    INSURANCE:                     NO
    REPLACEMENT RESERVES:          NO                 UNDERWRITTEN CASH FLOW:              $2,357,285
                                                      DSCR:                                1.30X
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The Property

The property is a recently constructed 24-screen, state-of-the-art megaplex AMC
Theater with 5,100 stadium-style seats. It is located in Westminster, CO,
approximately 12 miles southeast of the city of Boulder, CO. The property is
100% leased to American Multi-Cinema, Inc. under a lease expiring March 2018.

The Borrower

The borrowing entity is Excel Westminster AMC, Inc., a Delaware corporation. The
borrower is a single purpose entity which does not engage in any business
unrelated to the Mortgaged Property, does not have any assets other than the
Mortgaged Property or any indebtedness other than the Mortgage Loan.
Additionally, the borrowing entity's organizational documents require an
independent director and the unanimous vote of directors and/or members of the
borrower in connection with the filing of a petition in bankruptcy. The lender
received an opinion from borrower's counsel that, among other things, the assets
of the borrower shall not be consolidated with the assets of Excel Legacy
Corporation or any other entity in the event of a bankruptcy or insolvency of
such parties.

Management

The property is managed by Excel Realty Trust, Inc., which is not an affiliate
of the borrower.

Additional Debt

The borrower may not encumber or otherwise transfer the property without the
prior written consent of lender.

- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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-WF2
- --------------------------------------------------------------------------------

                                                                              35

LOAN NO. 25764 - BRINKLEY HOUSE APARTMENTS

Overview

This Mortgage loan is secured by a 635 unit garden apartment complex located in
Oxon Hill, MD. The loan was originated by Bear Stearns on May 18, 1999.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
<S>                                <C>                <C>                                  <C>
CUT-OFF DATE BALANCE:              $15,986,768        PROPERTY TYPE:                       MULTIFAMILY
GROSS MORTGAGE RATE:               6.955%             LOCATION:                            OXON HILL, MD
INTEREST ACCRUAL METHOD:           ACTUAL/360         YEAR BUILT/RENOVATED:                1987-1992
FIRST PAYMENT DATE:                07/01/1999         UNITS:                               635
MATURITY DATE:                     06/01/2009         CUT-OFF DATE BALANCE/UNIT:           $25,176
ORIGINAL AMORTIZATION:             360

ANNUAL DEBT SERVICE:               $1,271,583         OCCUPANCY:                           96.9%
LOCKOUT END DATE:                  04/30/2009         OCCUPANCY DATE:                      02/26/1999
CALL PROTECTION:                   DEFEASANCE
CALL PROTECTION END DATE:          04/30/2009         APPRAISED VALUE:                     $27,000,000
ESCROWS                                               CUT-OFF DATE LTV:                    59.21%
    REAL ESTATE TAXES:             YES                BALLOON LTV:                         51.63%
    INSURANCE:                     YES
    REPLACEMENT RESERVES:          NO                 UNDERWRITTEN CASH FLOW:              $2,232,105
                                                      DSCR:                                1.76X
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The Property

Brinkley House Apartments consists of 106 3-story brick apartment buildings with
a total of 635 units. The property is located in Oxon Hill, MD in the
Washington, DC MSA. The property's amenities include a swimming pool and
children's playgrounds. Each unit includes a full modern kitchen including a
dishwasher, washing machine and dryer.

The Borrower

The borrowing entity is Brinkley Associates LLP, a Maryland limited liability
partnership with Calvin Cafritz and Maurice Lipnick as managing partners. The
borrower is a single purpose entity which does not engage in any business
unrelated to the Mortgaged Property, does not have any assets other than the
Mortgaged Property or any indebtedness other than the Mortgage Loan.

Management

The property is managed by the Cafritz Company, which is an affiliate of the
borrower.

Escrows

The borrower is required to fund monthly escrow deposits in an amount sufficient
to pay real estate taxes and insurance premiums when due. In the event the
lender, in its sole discretion, determines that the property is not being
properly maintained, the borrower will be required to pay an escrow for future
capital expenditures in the amount of $13,229 per month.

Additional Debt

The borrower is permitted to incur additional debt of no more than $800,000
provided that (i) the documentation is acceptable to lender, (ii) the additional
debt is not secured by the property, (iii) the additional debt is not
transferable without lender's consent, and (iv) the holder of the additional
debt cannot demand payment on the additional debt at any time that the Mortgage
Loan is outstanding.

- --------------------------------------------------------------------------------
THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS'
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, 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 & Co. Inc.                                          June 09, 1999
caputo                                                             02:32 AM EDT
                                   BSCMS-99WF2                      Page 1 of 1
- --------------------------------------------------------------------------------
                BSCMS-99WF2 CLASS A1 (A1    ) AAA RATED TRANCHE
               ORIG BAL 338,780,000 FAC 1.00000 COUP 6.860 MAT / /
                       WAC- 7.180(0.000) WAM-04/2023(286)

PRICE/YIELD VIEW * No Prepay During Yield Mat. * Fact Thru 09/9999 Hist Coupons
SETTLE DATE 01-Jul-1999 CURVE DATE 09-Jun-1999 Tranche: A1(A1   )

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
          0% CPP     10% CPP      20% CPP       30% CPP      40% CPP       50% CPP     100% CPP     PREPAY
          NO_LOSS    NO_LOSS      NO_LOSS       NO_LOSS      NO_LOSS       NO_LOSS     NO_LOSS      LOSSES
PRICE     5.0797%    5.0797%      5.0797%       5.0797%      5.0797%       5.0797%     5.0797%      1YR_TRES
          5.700      5.585        5.510         5.461        5.426         5.401       5.247        AVG. LIFE
          08/99      08/99        08/99         08/99        08/99         08/99       08/99        1ST PRIN
          09/08      09/08        09/08         08/08        08/08         07/08       05/08        LAST PRIN
- --------------------------------------------------------------------------------------------------------------
<S>       <C>        <C>          <C>           <C>           <C>          <C>         <C>          <C>
100:16    6.788      6.788        6.788         6.788         6.788        6.788       6.785        Yield
          4.48       4.40         4.35          4.32          4.29         4.27        4.16         Duration
- --------------------------------------------------------------------------------------------------------------
100:20    6.760      6.760        6.759         6.759         6.759        6.759       6.755        Yield
          4.48       4.40         4.35          4.32          4.29         4.28        4.17         Duration
- --------------------------------------------------------------------------------------------------------------
100:24    6.732      6.731        6.731         6.730         6.730        6.730       6.725        Yield
          4.48       4.40         4.35          4.32          4.30         4.28        4.17         Duration
- --------------------------------------------------------------------------------------------------------------
100:28    6.704      6.703        6.702         6.702         6.701        6.701       6.696        Yield
          4.48       4.41         4.36          4.32          4.30         4.28        4.17         Duration
- --------------------------------------------------------------------------------------------------------------
101: 0    6.677      6.675        6.674         6.673         6.672        6.672       6.666        Yield
          4.48       4.41         4.36          4.32          4.30         4.28        4.17         Duration
- --------------------------------------------------------------------------------------------------------------
101: 4    6.649      6.647        6.645         6.644         6.644        6.643       6.636        Yield
          4.49       4.41         4.36          4.33          4.30         4.28        4.18         Duration
- --------------------------------------------------------------------------------------------------------------
101: 8    6.622      6.619        6.617         6.616         6.615        6.614       6.607        Yield
          4.49       4.41         4.36          4.33          4.30         4.29        4.18         Duration
- --------------------------------------------------------------------------------------------------------------
101:12    6.594      6.591        6.589         6.587         6.586        6.585       6.577        Yield
          4.49       4.42         4.37          4.33          4.31         4.29        4.18         Duration
- --------------------------------------------------------------------------------------------------------------
101:16    6.567      6.563        6.561         6.559         6.558        6.557       6.548        Yield
          4.49       4.42         4.37          4.33          4.31         4.29        4.18         Duration
- --------------------------------------------------------------------------------------------------------------
</TABLE>


This information should be considered only after reading Bear Stearns' Statement
Regarding Assumptions as to Securities, Pricing Estimates, 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.

<PAGE>

- --------------------------------------------------------------------------------
Bear, Stearns & Co. Inc.                                          June 09, 1999
caputo                                                             02:33 AM EDT
                                   BSCMS-99WF2                      Page 1 of 1
- --------------------------------------------------------------------------------
                 BSCMS-99WF2 CLASS A2 (A2   ) AAA Rated Tranche
               ORIG BAL 525,789,000 FAC 1.00000 COUP 7.100 MAT / /
                       WAC- 7.180(0.000) WAM-04/2023(286)

PRICE/YIELD VIEW Fact Thru 09/9999 Hist Coupons
SETTLE DATE 01-Jul-1999 CURVE DATE 09-Jun-1999 Tranche: A2 (A2   )

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
          0% CPP     10% CPP      20% CPP       30% CPP      40% CPP       50% CPP     100% CPP     PREPAY
          NO_LOSS    NO_LOSS      NO_LOSS       NO_LOSS      NO_LOSS       NO_LOSS     NO_LOSS      LOSSES
PRICE     5.0797%    5.0797%      5.0797%       5.0797%      5.0797%       5.0797%     5.0797%      1YR_TRES
          9.685      9.675        9.667         9.659        9.651         9.641       9.421        AVG. LIFE
          09/08      09/08        09/08         08/08        08/08         07/08       05/08        1ST PRIN
          06/09      06/09        06/09         06/09        06/09         06/09       06/09        LAST PRIN
- --------------------------------------------------------------------------------------------------------------
<S>       <C>        <C>          <C>           <C>           <C>          <C>         <C>          <C>
100:24    7.056      7.056        7.056         7.056        7.055         7.055       7.053        Yield
          6.82       6.82         6.81          6.81         6.81          6.80        6.69         Duration
- --------------------------------------------------------------------------------------------------------------
100:28    7.038      7.038        7.037         7.037        7.037         7.037       7.034        Yield
          6.83       6.82         6.82          6.81         6.81          6.80        6.69         Duration
- --------------------------------------------------------------------------------------------------------------
101: 0    7.019      7.019        7.019         7.019        7.019         7.019       7.016        Yield
          6.83       6.82         6.82          6.82         6.81          6.81        6.70         Duration
- --------------------------------------------------------------------------------------------------------------
101: 4    7.001      7.001        7.001         7.001        7.001         7.001       6.997        Yield
          6.83       6.83         6.82          6.82         6.81          6.81        6.70         Duration
- --------------------------------------------------------------------------------------------------------------
101: 8    6.983      6.983        6.983         6.983        6.983         6.983       6.979        Yield
          6.83       6.83         6.82          6.82         6.82          6.81        6.70         Duration
- --------------------------------------------------------------------------------------------------------------
101:12    6.965      6.965        6.965         6.965        6.965         6.964       6.960        Yield
          6.84       6.83         6.83          6.82         6.82          6.81        6.70         Duration
- --------------------------------------------------------------------------------------------------------------
101:16    6.947      6.947        6.947         6.947        6.947         6.946       6.942        Yield
          6.84       6.83         6.83          6.83         6.82          6.82        6.71         Duration
- --------------------------------------------------------------------------------------------------------------
101:20    6.929      6.929        6.929         6.929        6.929         6.928       6.924        Yield
          6.84       6.84         6.83          6.83         6.82          6.82        6.71         Duration
- --------------------------------------------------------------------------------------------------------------
101:24    6.911      6.911        6.911         6.911        6.911         6.910       6.905        Yield
          6.84       6.84         6.83          6.83         6.83          6.82        6.71         Duration
- --------------------------------------------------------------------------------------------------------------
</TABLE>


This information should be considered only after reading Bear Stearns' Statement
Regarding Assumptions as to Securities, Pricing Estimates, 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.

<PAGE>

- --------------------------------------------------------------------------------
Bear, Stearns & Co. Inc.                                          June 09, 1999
caputo                                                             02:35 AM EDT
                                   BSCMS-99WF2                      Page 1 of 1
- --------------------------------------------------------------------------------
                     BSCMS-99WF2 CLASS B (B   ) AA RATED SUB
               ORIG BAL 43,229,000 FAC 1.00000 COUP 7.326 MAT / /
                       WAC- 7.180( 0.000) WAM-04/2023(286)

PRICE/YIELD VIEW Fact Thru 09/9999 Hist Coupons
SETTLE DATE 01-Jul-1999 CURVE DATE 09-Jun-1999 Tranche: B (B   )

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
          0% CPP     10% CPP      20% CPP       30% CPP      40% CPP       50% CPP     100% CPP     PREPAY
          NO_LOSS    NO_LOSS      NO_LOSS       NO_LOSS      NO_LOSS       NO_LOSS     NO_LOSS      LOSSES
PRICE     5.0797%    5.0797%      5.0797%       5.0797%      5.0797%       5.0797%     5.0797%      1YR_TRES
          10.020     10.014       10.011        10.008       10.006        10.004      9.956        AVG. LIFE
          06/09      06/09        06/09         06/09        06/09         06/09       06/09        1ST PRIN
          07/09      07/09        07/09         07/09        07/09         07/09       06/09        LAST PRIN
- --------------------------------------------------------------------------------------------------------------
<S>       <C>        <C>          <C>           <C>           <C>          <C>         <C>          <C>
101: 0    7.175      7.177        7.179         7.180        7.181         7.182       7.190        Yield
          6.95       6.95         6.94          6.94         6.94          6.94        6.92         Duration
- --------------------------------------------------------------------------------------------------------------
101: 4    7.157      7.159        7.161         7.163        7.163         7.164       7.172        Yield
          6.95       6.95         6.95          6.95         6.94          6.94        6.92         Duration
- --------------------------------------------------------------------------------------------------------------
101: 8    7.139      7.142        7.144         7.145        7.146         7.146       7.154        Yield
          6.95       6.95         6.95          6.95         6.95          6.95        6.92         Duration
- --------------------------------------------------------------------------------------------------------------
101:12    7.121      7.124        7.126         7.127        7.128         7.129       7.137        Yield
          6.96       6.95         6.95          6.95         6.95          6.95        6.92         Duration
- --------------------------------------------------------------------------------------------------------------
101:16    7.104      7.106        7.108         7.109        7.110         7.111       7.119        Yield
          6.96       6.96         6.95          6.95         6.95          6.95        6.93         Duration
- --------------------------------------------------------------------------------------------------------------
101:20    7.086      7.089        7.090         7.092        7.092         7.093       7.101        Yield
          6.96       6.96         6.96          6.96         6.95          6.95        6.93         Duration
- --------------------------------------------------------------------------------------------------------------
101:24    7.068      7.071        7.073         7.074        7.075         7.075       7.083        Yield
          6.96       6.96         6.96          6.96         6.96          6.96        6.93         Duration
- --------------------------------------------------------------------------------------------------------------
101:28    7.051      7.053        7.055         7.056        7.057         7.058       7.066        Yield
          6.97       6.96         6.96          6.96         6.96          6.96        6.93         Duration
- --------------------------------------------------------------------------------------------------------------
102: 0    7.033      7.036        7.037         7.039        7.039         7.040       7.048        Yield
          6.97       6.97         6.96          6.96         6.96          6.96        6.94         Duration
- --------------------------------------------------------------------------------------------------------------
</TABLE>


This information should be considered only after reading Bear Stearns' Statement
Regarding Assumptions as to Securities, Pricing Estimates, 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.

<PAGE>

- --------------------------------------------------------------------------------
Bear, Stearns & Co. Inc.                                          June 09, 1999
caputo                                                             02:36 AM EDT
                                   BSCMS-99WF2                      Page 1 of 1
- --------------------------------------------------------------------------------
                     BSCMS-99WF2 CLASS C (C   ) A RATED SUB
               ORIG BAL 43,229,000 FAC 1.00000 COUP 7.376 MAT / /
                       WAC- 7.180(0.000) WAM-04/2023(286)

PRICE/VIELD VIEW Fact Thru 09/9999 Hist Coupons
SETTLE DATE 01-Jul-1999 CURVE DATE 09-Jun-1999 Tranche: C (C   )

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
          0% CPP     10% CPP      20% CPP       30% CPP      40% CPP       50% CPP     100% CPP     PREPAY
          NO_LOSS    NO_LOSS      NO_LOSS       NO_LOSS      NO_LOSS       NO_LOSS     NO_LOSS      LOSSES
PRICE     5.0797%    5.0797%      5.0797%       5.0797%      5.0797%       5.0797%     5.0797%      1YR_TRES
          10.079     10.054       10.047        10.045       10.044        10.043      10.031       AVG. LIFE
          07/09      07/09        07/09         07/09        07/09         07/09       06/09        1ST PRIN
          02/10      11/09        10/09         10/09        09/09         09/09       09/09        LAST PRIN
- --------------------------------------------------------------------------------------------------------------
<S>       <C>        <C>          <C>           <C>           <C>          <C>         <C>          <C>
100: 4    7.351      7.354        7.356         7.357         7.358        7.359       7.368         Yield
          6.94       6.93         6.93          6.93          6.92         6.92        6.92          Duration
- --------------------------------------------------------------------------------------------------------------
100: 8    7.333      7.336        7.338         7.339         7.340        7.341       7.350         Yield
          6.94       6.93         6.93          6.93          6.93         6.93        6.92          Duration
- --------------------------------------------------------------------------------------------------------------
100:12    7.315      7.318        7.320         7.321         7.322        7.323       7.332         Yield
          6.95       6.94         6.93          6.93          6.93         6.93        6.92          Duration
- --------------------------------------------------------------------------------------------------------------
100:16    7.297      7.300        7.302         7.303         7.304        7.305       7.314         Yield
          6.95       6.94         6.93          6.93          6.93         6.93        6.93          Duration
- --------------------------------------------------------------------------------------------------------------
100:20    7.279      7.282        7.284         7.285         7.286        7.287       7.296         Yield
          6.95       6.94         6.94          6.94          6.94         6.93        6.93          Duration
- --------------------------------------------------------------------------------------------------------------
100:24    7.262      7.264        7.266         7.267         7.268        7.269       7.278         Yield
          6.96       6.94         6.94          6.94          6.94         6.94        6.93          Duration
- --------------------------------------------------------------------------------------------------------------
100:28    7.244      7.246        7.248         7.250         7.250        7.251       7.260         Yield
          6.96       6.95         6.94          6.94          6.94         6.94        6.93          Duration
- --------------------------------------------------------------------------------------------------------------
101: 0    7.226      7.229        7.230         7.232         7.233        7.233       7.242         Yield
          6.96       6.95         6.94          6.94          6.94         6.94        6.94          Duration
- --------------------------------------------------------------------------------------------------------------
101: 4    7.208      7.211        7.213         7.214         7.215        7.215       7.225         Yield
          6.96       6.95         6.95          6.95          6.95         6.94        6.94          Duration
- --------------------------------------------------------------------------------------------------------------
</TABLE>


This information should be considered only after reading Bear Stearns' Statement
Regarding Assumptions as to Securities, Pricing Estimates, 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.

<PAGE>

- --------------------------------------------------------------------------------
Bear, Stearns & Co. Inc.                                          June 09, 1999
caputo                                                             02:36 AM EDT
                                   BSCMS-99WF2                      Page 1 of 1
- --------------------------------------------------------------------------------
                   BSCMS-99WF2 CLASS D (D   ) A- RATED TRANCHE
               ORIG BAL 10,807,000 FAC 1.00000 COUP 7.376 MAT / /
                       WAC- 7.180(0.000) WAM-04/2023(286)

PRICE/YIELD VIEW Fact Thru 09/9999 Hist Coupons
SETTLE DATE 01-Jul-1999 CURVE DATE 09-Jun-1999 Tranche: D (D   )

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
          0% CPP     10% CPP      20% CPP       30% CPP      40% CPP       50% CPP     100% CPP     PREPAY
          NO_LOSS    NO_LOSS      NO_LOSS       NO_LOSS      NO_LOSS       NO_LOSS     NO_LOSS      LOSSES
PRICE     5.0797%    5.0797%      5.0797%       5.0797%      5.0797%       5.0797%     5.0797%      1YR_TRES
          11.025     10.841       10.760        10.729       10.715        10.708      10.701       AVG. LIFE
          02/10      11/09        10/09         10/09        09/09         09/09       09/09        1ST PRIN
          10/10      10/10        09/10         09/10        09/10         09/10       09/10        LAST PRIN
- --------------------------------------------------------------------------------------------------------------
<S>       <C>        <C>          <C>           <C>           <C>          <C>         <C>          <C>
99: 0     7.505      7.510        7.513         7.514        7.515         7.516       7.525        Yield
          7.34       7.26         7.22          7.21         7.20          7.20        7.20         Duration
- --------------------------------------------------------------------------------------------------------------
99: 4     7.488      7.493        7.495         7.497        7.498         7.499       7.507        Yield
          7.34       7.26         7.23          7.21         7.21          7.20        7.20         Duration
- --------------------------------------------------------------------------------------------------------------
99: 8     7.470      7.475        7.478         7.479        7.480         7.481       7.490        Yield
          7.35       7.27         7.23          7.22         7.21          7.21        7.20         Duration
- --------------------------------------------------------------------------------------------------------------
99:12     7.453      7.458        7.461         7.462        7.463         7.464       7.472        Yield
          7.35       7.27         7.23          7.22         7.21          7.21        7.21         Duration
- --------------------------------------------------------------------------------------------------------------
99:16     7.436      7.441        7.443         7.445        7.446         7.446       7.455        Yield
          7.35       7.27         7.24          7.22         7.22          7.21        7.21         Duration
- --------------------------------------------------------------------------------------------------------------
99:20     7.419      7.423        7.426         7.427        7.428         7.429       7.438        Yield
          7.36       7.28         7.24          7.23         7.22          7.22        7.21         Duration
- --------------------------------------------------------------------------------------------------------------
99:24     7.402      7.406        7.408         7.410        7.411         7.411       7.420        Yield
          7.36       7.28         7.24          7.23         7.22          7.22        7.21         Duration
- --------------------------------------------------------------------------------------------------------------
99:28     7.385      7.389        7.391         7.393        7.393         7.394       7.403        Yield
          7.36       7.28         7.24          7.23         7.22          7.22        7.22         Duration
- --------------------------------------------------------------------------------------------------------------
100: 0    7.368      7.372        7.374         7.375        7.376         7.377       7.385        Yield
          7.37       7.28         7.25          7.23         7.23          7.22        7.22         Duration
- --------------------------------------------------------------------------------------------------------------
</TABLE>


This information should be considered only after reading Bear Stearns' Statement
Regarding Assumptions as to Securities, Pricing Estimates, 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.

<PAGE>

- --------------------------------------------------------------------------------
Bear, Stearns & Co. Inc.                                          June 09, 1999
caputo                                                             02:38 AM EDT
                                   BSCMS-99WF2                      Page 1 of 1
- --------------------------------------------------------------------------------
                  BSCMS-99WF2 CLASS E (E    )BBB RATED TRANCHE
               ORIG BAL 27,018,000 FAC 1.00000 COUP 7.376 MAT / /
                       WAC- 7.180( 0.000) WAM-04/2023(286)

PRICE/YIELD VIEW Fact Thru 09/9999 Hist Coupons
SETTLE DATE 01-Jul-1999 CURVE DATE 09-Jun-1999 Tranche: E (E   )

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
          0% CPP     10% CPP      20% CPP       30% CPP      40% CPP       50% CPP     100% CPP     PREPAY
          NO_LOSS    NO_LOSS      NO_LOSS       NO_LOSS      NO_LOSS       NO_LOSS     NO_LOSS      LOSSES
PRICE     5.0797%    5.0797%      5.0797%       5.0797%      5.0797%       5.0797%     5.0797%      1YR_TRES
          12.340     12.326       12.316        12.309       12.306        12.304      12.300       AVG. LIFE
          10/10      10/10        09/10         09/10        09/10         09/10       09/10        IST PRIN
          11/12      11/12        11/12         11/12        11/12         11/12       11/12        LAST PRIN
- --------------------------------------------------------------------------------------------------------------
<S>       <C>        <C>          <C>           <C>           <C>          <C>         <C>          <C>
97:10     7.714       7.718       7.720         7.722         7.722        7.723       7.732        Yield
          7.83        7.83        7.82          7.82          7.82         7.82        7.81         Duration
- --------------------------------------------------------------------------------------------------------------
97:14     7.698       7.702       7.704         7.705         7.706        7.707       7.715        Yield
          7.84        7.83        7.83          7.82          7.82         7.82        7.82         Duration
- --------------------------------------------------------------------------------------------------------------
97:18     7.682       7.685       7.687         7.689         7.690        7.690       7.699        Yield
          7.84        7.83        7.83          7.83          7.82         7.82        7.82         Duration
- --------------------------------------------------------------------------------------------------------------
97:22     7.665       7.669       7.671         7.672         7.673        7.674       7.682        Yield
          7.84        7.84        7.83          7.83          7.83         7.83        7.82         Duration
- --------------------------------------------------------------------------------------------------------------
97:26     7.649       7.653       7.655         7.656         7.657        7.658       7.666        Yield
          7.85        7.84        7.84          7.83          7.83         7.83        7.83         Duration
- --------------------------------------------------------------------------------------------------------------
97:30     7.633       7.636       7.638         7.640         7.641        7.641       7.650        Yield
          7.85        7.84        7.84          7.84          7.83         7.83        7.83         Duration
- --------------------------------------------------------------------------------------------------------------
98: 2     7.617       7.620       7.622         7.624         7.624        7.625       7.633        Yield
          7.85        7.85        7.84          7.84          7.84         7.84        7.83         Duration
- --------------------------------------------------------------------------------------------------------------
98: 6     7.600       7.604       7.606         7.607         7.608        7.609       7.617        Yield
          7.86        7.85        7.85          7.84          7.84         7.84        7.84         Duration
- --------------------------------------------------------------------------------------------------------------
98:10     7.584       7.588       7.590         7.591         7.592        7.593       7.601        Yield
          7.86        7.85        7.85          7.85          7.84         7.84        7.84         Duration
- --------------------------------------------------------------------------------------------------------------
</TABLE>


This information should be considered only after reading Bear Stearns' Statement
Regarding Assumptions as to Securities, Pricing Estimates, 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.

<PAGE>

- --------------------------------------------------------------------------------
Bear, Stearns & Co. Inc.                                          June 09, 1999
caputo                                                             02:38 AM EDT
                                   BSCMS-99WF2                      Page 1 of 1
- --------------------------------------------------------------------------------
                  BSCMS-99WF2 CLASS F (F   ) BBB- RATED TRANCHE
                ORIG BAL 10,807,000 FAC 1.00000 COUP 7.376 MAT / /
                       WAC- 7.180(0.000) WAM-04/2023(286)
PRICE/YIELD VIEW Fact Thru 09/9999 Hist Coupons
SETTLE DATE 01-Jul-1999 CURVE DATE 09-Jun-1999 Tranche: F(F    )

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
          0% CPP     10% CPP      20% CPP       30% CPP      40% CPP       50% CPP     100% CPP     PREPAY
          NO_LOSS    NO_LOSS      NO_LOSS       NO_LOSS      NO_LOSS       NO_LOSS     NO_LOSS      LOSSES
PRICE     5.0797%    5.0797%      5.0797%       5.0797%      5.0797%       5.0797%     5.0797%      1YR_TRES
          13.789     13.775       13.766        13.759       13.752        13.747      13.690       AVG. LIFE
          11/12      11/12        11/12         11/12        11/12         11/12       11/12        1ST PRIN
          08/13      08/13        07/13         07/13        07/13         06/13       05/13        LAST PRIN
- --------------------------------------------------------------------------------------------------------------
<S>       <C>        <C>          <C>           <C>          <C>           <C>         <C>          <C>
90:27     8.526      8.530        8.532         8.533        8.535         8.535       8.546        Yield
          8.15       8.14         8.14          8.14         8.14          8.13        8.11         Duration
- --------------------------------------------------------------------------------------------------------------
90:31     8.509      8.513        8.515         8.517        8.518         8.519       8.529        Yield
          8.15       8.15         8.15          8.14         8.14          8.14        8.12         Duration
- --------------------------------------------------------------------------------------------------------------
91: 3     8.492      8.496        8.498         8.500        8.501         8.502       8.512        Yield
          8.16       8.15         8.15          8.15         8.14          8.14        8.12         Duration
- --------------------------------------------------------------------------------------------------------------
91: 7     8.475      8.479        8.481         8.483        8.484         8.485       8.495        Yield
          8.16       8.16         8.15          8.15         8.15          8.15        8.13         Duration
- --------------------------------------------------------------------------------------------------------------
91:11     8.458      8.462        8.465         8.466        8.467         8.468       8.479        Yield
          8.17       8.16         8.16          8.16         8.15          8.15        8.13         Duration
- --------------------------------------------------------------------------------------------------------------
91:15     8.442      8.445        8.448         8.449        8.450         8.451       8.462        Yield
          8.17       8.17         8.16          8.16         8.16          8.16        8.13         Duration
- --------------------------------------------------------------------------------------------------------------
91:19     8.425      8.429        8.431         8.433        8.434         8.435       8.445        Yield
          8.18       8.17         8.17          8.16         8.16          8.16        8.14         Duration
- --------------------------------------------------------------------------------------------------------------
91:23     8.408      8.412        8.414         8.416        8.417         8.418       8.428        Yield
          8.18       8.18         8.17          8.17         8.17          8.16        8.14         Duration
- --------------------------------------------------------------------------------------------------------------
91:27     8.392      8.395        8.398         8.399        8.400         8.401       8.412        Yield
          8.19       8.18         8.18          8.17         8.17          8.17        8.15         Duration
- --------------------------------------------------------------------------------------------------------------
</TABLE>


This information should be considered only after reading Bear Stearns' Statement
Regarding Assumptions as to Securities, Pricing Estimates, 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.



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