HFC REVOLVING CORP
8-K, 1999-11-10
ASSET-BACKED SECURITIES
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                   _________________________________________

                                    FORM 8-K
                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934

       Date of Report (Date of earliest event reported) November 9, 1999

                           HFC Revolving Corporation
                   _________________________________________

               (Exact name of registrant as specified in charter)



Delaware                             333-84611-01            36-3955292
_______________________________________________________________________________


(State or other jurisdiction    (Commission File Number)     (IRS Employer
of incorporation)                                            Identification No.)

               2700 Sanders Road, Prospect Heights, Illinois 60070
_______________________________________________________________________________
               (Address of principal executive offices) (Zip Code)

          Registrant's telephone number, including area code (847) 564-5000


Item 1.  Changes in Control of Registrant.  Not Applicable.
Item 2.  Acquisition or Disposition of Assets.  Not Applicable.
Item 3.  Bankruptcy or Receivership.  Not Applicable.
Item 4.  Changes in Registrant's Certifying Accountant.  Not Applicable.
Item 5.  Other Events.

     It is expected that during November 1999, a series of certificates,
entitled Closed-End Home Equity Loan Asset Backed Certificates, Series 1999-1
(the "Certificates"), will be issued pursuant to a pooling and servicing
agreement, to be entered into by and among HFC Revolving Corporation (the
"Registrant"), Household Finance Corporation, and Bank One, National
Association.  The offering and sale of certain classes of the Certificates (the
"Underwritten Certificates") will be registered under the Registrant's
registration statement on Form S-3 (no. 333-84611) and sold to Merrill Lynch,
Pierce, Fenner & Smith Incorporated, Banc of America Securities LLC and Lehman
Brothers Inc. (the "Underwriters") pursuant to an underwriting agreement to be
entered into by and between the Registrant and each of the Underwriters.





<PAGE>   2
     In connection with the expected sale of the Underwritten Certificates,
Merrill Lynch, Pierce, Fenner & Smith Incorporated has advised the Registrant
that it has furnished to prospective investors certain information attached
hereto as exhibit 99.1 that may be considered "computational materials" (as
defined in the no-action letter dated May 20, 1994 issued by the Division of
Corporation Finance of the Securities and Exchange Commission (the
"Commission") to Kidder, Peabody Acceptance Corporation I, Kidder, Peabody &
Co. Incorporated, and Kidder Structured Asset Corporation and the no-action
letter dated May 27, 1994 issued by the Division of Corporation Finance of the
Commission to the Public Securities Association).

Item 6.  Resignations of Registrant's Directors.  Not Applicable.
Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.
         Not Applicable.
Item 8.  Change in Fiscal Year.  Not Applicable.


Exhibit


99.1 Copy of Computational Materials as provided by Merrill Lynch, Pierce,
Fenner & Smith Incorporated to the Registrant.

                                   SIGNATURES

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

                                  HFC REVOLVING CORPORATION

                                  By:
                                      /s/ Steven H. Smith
                                      ------------------------------------
                                      Steven H. Smith
                                      Vice President and Assistant Treasurer



<PAGE>   3
                               INDEX TO EXHIBITS


99.1 Copy of Computational Materials as provided by Merrill Lynch, Pierce,
     Fenner & Smith Incorporated






<PAGE>   1
                                                                    EXHIBIT 99.1






                            COMPUTATIONAL MATERIALS


                                  $500,390,000

                                     [LOGO]


                         HOUSEHOLD FINANCE CORPORATION
                                MASTER SERVICER

                           HFC REVOLVING CORPORATION
                                   DEPOSITOR

             CLOSED-END HOME EQUITY LOAN ASSET BACKED CERTIFICATES,
                                 SERIES 1999-1




                                NOVEMBER 9, 1999


[Merrill Lynch LOGO]
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Recipients must read the information contained in the attached statement. Do not
use or rely on this information if you have not received and reviewed the
statement. If you have not received the statement, call your Merrill Lynch
account executive for another copy.




<PAGE>   2






The attached tables and other statistical analyses (the "Computational
Materials") are privileged and confidential and are intended for use by the
addressee only.  These Computational Materials are furnished to you solely by
Merrill Lynch, Pierce, Fenner & Smith Incorporated ("Merrill Lynch") and not by
the issuer of the securities or any of its affiliates.  The issuer of these
securities has not prepared or taken part in the preparation of these
materials.  Neither Merrill Lynch, the issuer of the securities nor any of its
affiliates makes any representation as to the accuracy or completeness of the
information herein.  The information herein is preliminary, and will be
superseded by the applicable prospectus supplement and by any other information
subsequently filed with the Securities and Exchange Commission.  They may not
be provided to any third party other than the addressee's legal, tax, financial
and/or accounting advisors for the purposes of evaluating said material.

Numerous assumptions were used in preparing the Computational Materials, which
may or may not be stated therein.  As such, no assurance can be given as to the
accuracy, appropriateness or completeness of the Computational Materials in any
particular context, or as to whether the Computational Materials and/or the
assumptions upon which they are based reflect present market conditions or
future market performance.  These Computational Materials should not be
construed as either projections or predictions or as legal, tax, financial or
accounting advice.

Any yields or weighted average lives shown in the Computational Materials are
based on prepayment assumptions, and actual prepayment experience may
dramatically affect such yields or weighted average lives.  In addition, it is
possible that prepayments on the underlying assets will occur at rates slower
or faster than the rates assumed in the attached Computational Materials.
Furthermore, unless otherwise provided, the Computational Materials assume no
losses on the underlying assets and no interest shortfalls.  The specific
characteristics of the securities may differ from those shown in the
Computational Materials due to differences between the actual underlying assets
and the hypothetical assets used in preparing the Computational Materials.  The
principal amount and designation of any security described in the Computational
Materials are subject to change prior to issuance.

Although a registration statement (including the prospectus) relating to the
securities discussed in this communication has been filed with the Securities
and Exchange Commission and is effective, the final prospectus supplement
relating to the securities discussed in this communication has not been filed
with the Securities and Exchange Commission.  This communication shall not
constitute an offer to sell or the solicitation of an offer to buy nor shall
there be any sale of the securities discussed in this communication in any
state in which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such state.
Prospective purchasers are referred to the final prospectus and prospectus
supplement relating to the securities discussed in this communication for
definitive computational materials on any matter discussed in this
communication.  A final prospectus and prospectus supplement may be obtained by
contacting the Merrill Lynch Trading Desk at (212) 449-3659.

Please be advised that mortgage-backed and/or asset-backed securities may not
be appropriate for all investors.  Potential investors must be willing to
assume, among other things, market price volatility, prepayments, yield curve
and interest rate risks.  Investors should fully consider the risk of an
investment in these securities.

If you have received this communication in error, please notify the sending
party immediately by telephone and return the original to such party by mail.


[Merrill Lynch LOGO]                       2
- --------------------------------------------------------------------------------
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use or rely on this information if you have not received and reviewed the
statement. If you have not received the statement, call your Merrill Lynch
account executive for another copy.



<PAGE>   3




                       TERM SHEET DATED NOVEMBER 9, 1999
                    HOUSEHOLD HOME EQUITY LOAN TRUST 1999-1
      CLOSED-END HOME EQUITY LOAN ASSET BACKED CERTIFICATES, SERIES 1999-1
                                  $500,390,000
                              Subject to Revision




DEPOSITOR:        HFC Revolving Corporation
MASTER SERVICER:  Household Finance Corporation ("Household")
TRUSTEE:          Bank One, National Association
UNDERWRITERS:     MERRILL LYNCH & CO. (LEAD);
                  Lehman Brothers (Co);
                  Banc of America Securities LLC (Co).



OFFERED CERTIFICATES:



<TABLE>
<CAPTION>
  Class of         Initial          Ratings        WAL at 100%     Principal Window
Certificates  Principal Balance  (Moodys/Fitch)  Prepayment Model  (to call)
- ------------  -----------------  --------------- ----------------  ----------------
<S>           <C>                <C>             <C>               <C>
Class A-1          $237,000,000     Aaa/AAA            0.74               1 - 18
Class A-2          $ 62,000,000     Aaa/AAA            1.80              18 - 25
Class A-3          $ 90,000,000     Aaa/AAA            3.49              25 - 58
Class A-4          $ 42,920,000     Aaa/AAA            4.59              37 - 58
Class M-1          $ 35,550,000      Aa2/AA            3.71              33 - 58
Class M-2          $ 32,920,000       A2/A             3.81              31 - 58
              -----------------
                   $500,390,000
</TABLE>


CUT-OFF DATE:         October 31, 1999


STATISTICAL

CUT-OFF DATE:         October 28, 1999


EXP. PRICING:         Week of November 8, 1999.

EXP. SETTLEMENT/

CLOSING DATE:         On or about November 18th, 1999.


                                       3


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<PAGE>   4



ISSUER OR TRUST:      Household Home Equity Loan Trust 1999-1.

TITLE OF THE
OFFERED SECURITIES:   Closed-End Home Equity Loan Asset Backed Certificates,
                      Series 1999-1.

DEPOSITOR:            HFC Revolving Corporation, an affiliate of Household
                      Finance Corporation.

MASTER SERVICER:      Household Finance Corporation.





                                       4


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<PAGE>   5



TRUSTEE:              Bank One, National Association.

HOME EQUITY
 LOAN POOL:           7,875 closed-end, fixed-rate, fully-amortizing
                      home equity loans with an aggregate principal balance of
                      $530,285,828.40 as of the statistical cut-off date. The
                      home equity loans are secured primarily by first or
                      second liens on one- to four-family residential
                      properties.

DISTRIBUTION DATES:   Beginning in December 1999, on the 20th of each month or,
                      if the 20th is not a business day, on the next business
                      day.

<TABLE>
<CAPTION>
FINAL MATURITY DATE:  Class                 Final Maturity Date
                      -----                 --------------------
                      <S>                   <C>
                      A-1                   December, 2016
                      A-2                   October, 2023
                      A-3                   October, 2030
                      A-4                   October, 2030
                      M-1                   October, 2030
                      M-2                   October, 2030
</TABLE>


                      The actual final distribution date for each class of
                      the offered certificates could be substantially
                      earlier.


FORM OF CERTIFICATES: Book-entry.

MINIMUM
DENOMINATIONS:        Class A Certificates: $1,000.
                      Class M Certificates: $1,000.

LEGAL INVESTMENT:     The certificates will not be "mortgage related
                      securities" for purposes of the Secondary Mortgage
                      Market Enhancement Act of 1984.

ERISA ELIGIBILITY:    The Class A-1, A-2, A-3 and A-4 Certificates are
                      expected to be ERISA eligible.  The Class M-1 and
                      M-2 Certificates are not ERISA eligible.

OPTIONAL TERMINATION: 15% cleanup call (on aggregate initial Certificate
                      Principal Balance) or auction sale subject to
                      certain requirements, if call is not exercised.

TAX STATUS:           REMIC

PASS THROUGH RATES:   On any distribution date, the pass-through rate on
                      the Class M-1 and Class M-2 Certificates will be
                      the lesser of (a) the related pass-though rate and
                      (b) the weighted average loan rate on the home
                      equity loans for the related Collection Period
                      minus the servicing fee rate.

DISTRIBUTIONS ON
CERTIFICATES:         Amount Available for Monthly Distribution

                      On each monthly distribution date, the trustee will
                      make distributions to certificateholders. The Available
                      Distribution Amount will consist of:

                         o    collections of monthly principal and interest
                              payments on the home equity loans, including
                              prepayments, plus

                         o    if elected by the master servicer, other
                              unscheduled collections, minus

                         o    fees and expenses of the subservicers and the
                              master servicer.


                                       5


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<PAGE>   6





                      Distributions
                      Distributions to certificateholders will generally be
                      made from the Available Distribution Amount in the
                      following order:

                          o   Class A Certificate interest
                          o   Class M-1 Certificate interest
                          o   Class M-2 Certificate interest
                          o   Class A Certificate
                              principal sequentially or based on Class A-4
                              lockout percentage
                          o   Class M-1 Certificate principal
                          o   Class M-2 Certificate principal
                          o   any remaining funds to the Class R Certificates


                      Principal distributions on the certificates will be as
                      described under "Description of the Certificates -
                      Principal Distributions" in the prospectus supplement.

CREDIT ENHANCEMENT:   Class A:   21.50% subordination (Class M-1, M-2,
                                 overcollateralization and excess interest)
                      Class M-1: 15.75% subordination (Class M-2 and
                                 overcollateralization and excess interest)

                      Class M-2: 9.50% subordination (overcollateralization
                                 and excess interest)


                      There will be an initial overcollateralization amount
                      of approximately 5.00% of the initial collateral
                      balance building to 9.50% of the initial collateral
                      balance.

ALLOCATION OF
PAYMENTS ON THE
HOME EQUITY LOANS:    The master servicer on behalf of the trust will establish
                      a Collection Account into which the master servicer will
                      deposit principal and interest payments on the home equity
                      loans for each distribution date on the business day prior
                      to that distribution date.  The Collection Account will be
                      an Eligible Account and amounts on deposit in the
                      Collection Account will be invested in Permitted
                      Investments.


                      On each distribution date, the Available Distribution
                      Amount will be allocated from the Collection Account in
                      the following order of priority:

                      (1) to the Class A Certificates, the Current Interest
                      plus the Interest Carry Forward Amount with respect to
                      each class of Class A Certificates without any priority
                      among the Class A Certificates; provided, that if the
                      Available Distribution Amount is not sufficient to make
                      a full distribution of interest with respect to all
                      classes of the Class A Certificates, the Available
                      Distribution Amount will be distributed among the
                      outstanding classes of Class A Certificates pro rata
                      based on the aggregate amount of interest due on each
                      class, and the amount of the shortfall will be carried
                      forward with accrued interest;

                      (2) to the Class M-1 Certificates, the Current Interest
                      plus the Interest Carry Forward Amount with respect to
                      the Class M-1 Certificates to the extent of the
                      Available Distribution Amount remaining in the
                      Collection Account after application with respect to
                      the priorities set forth above; and

                      (3) to the Class M-2 Certificates, the Current Interest
                      plus the Interest Carry Forward Amount with respect to
                      the Class M-2 Certificates to the extent of the
                      Available Distribution Amount remaining in the
                      Collection Account after application with respect to
                      the priorities set forth above.


                                       6


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statement. If you have not received the statement, call your Merrill Lynch
account executive for another copy.



<PAGE>   7




                      On each distribution date (a) before the related
                      Stepdown Date or (b) with respect to which a Trigger
                      Event is in effect, the classes of the offered
                      certificates will be entitled to receive distributions
                      of principal up to the Principal Distribution Amount
                      for such distribution date, to the extent of the
                      remaining funds in the Collection Account after the
                      distributions of interest have been made pursuant to
                      clauses (1) through (3) above, in the amounts set forth
                      below and in the following order of priority:

                      First, to the Class A-4 Certificates, in an amount
                      equal to the Class A-4 Lockout Distribution Amount,
                      with the remainder paid sequentially to the Class A
                      Certificates, in the order of their numerical class
                      designation until the Certificate Principal Balance of
                      each such class of Class A Certificates has been
                      reduced to zero; provided, that if on any distribution
                      date the Class A-3 Certificate Principal Balance is
                      zero, the Class A-4 Certificates will be entitled to
                      receive the entire Principal Distribution Amount for
                      such distribution date until the Certificate Principal
                      Balance thereof has been reduced to zero;

                      Second, after the aggregate Certificate Principal
                      Balance of the Class A Certificates has been reduced to
                      zero, to the Class M-1 Certificates, until the Class
                      M-1 Certificate Principal Balance has been reduced to
                      zero;

                      Third, after the aggregate Certificate Principal
                      Balance of the Class A Certificates and the Class M-1
                      Certificates has been reduced to zero, to the Class M-2
                      Certificates, until the Class M-2 Certificate Principal
                      Balance has been reduced to zero; and

                      Fourth, any remaining amount to the Class R
                      Certificates.

                      On each distribution date (a) on or after the related
                      Stepdown Date and (b) as long as a Trigger Event is not
                      in effect, the classes of the offered certificates will
                      be entitled to receive distributions of principal up to
                      the Principal Distribution Amount for such distribution
                      date, to the extent of the remaining funds in the
                      Collection Account after the distributions of interest
                      have been made pursuant to clauses (1) through (3)
                      above, in the amounts set forth below and in the
                      following order of priority:

                      First, up to the Class A Principal Distribution Amount,
                      distributed first to the Class A-4 Certificates, in an
                      amount equal to the Class A-4 Lockout Distribution
                      Amount, with the remainder paid sequentially to the
                      Class A Certificates, in the order of their numerical
                      class designation until the Certificate Principal
                      Balance of each such class of Class A Certificates has
                      been reduced to zero; provided, that if on any
                      distribution date the Class A-3 Certificate Principal
                      Balance is zero, the Class A-4 Certificates will be
                      entitled to receive the entire Class A Principal
                      Distribution Amount for such distribution date until
                      the Certificate Principal Balance thereof has been
                      reduced to zero;

                      Second, to the Class M-1 Certificates, the Class M-1
                      Principal Distribution Amount, until the Class M-1
                      Certificate Principal Balance has been reduced to zero;

                      Third, to the Class M-2 Certificates, the Class M-2
                      Principal Distribution Amount, until the Class M-2
                      Certificate Principal Balance has been reduced to zero;
                      and

                      Fourth, any remaining amount to the Class R
                      Certificates.

                      The Class A Certificates, other than the Class A-4
                      Certificates, are "sequential pay" classes such that
                      the Class A-3 Certificates will receive no payments of
                      principal until the Class A-2 Certificate Principal
                      Balance has been reduced to zero and the Class A-2
                      Certificates will receive no payments of principal
                      until the Class A-1 Certificate Principal Balance has
                      been reduced to zero; provided, however, that on any
                      distribution date on which the sum of the Certificate
                      Principal Balance of the Class M Certificates and the
                      Overcollateralization Amount is zero, any



                                       7


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<PAGE>   8
                      amounts of principal payable to the Class A
                      Certificates on such distribution date shall be
                      distributed pro rata and not sequentially.

                      The Class A-4 Certificates are entitled to receive
                      payments of the Class A-4 Lockout Distribution Amount
                      specified herein; provided, that if on any distribution
                      date the Class A-3 Certificate Principal Balance is
                      zero, the Class A-4 Certificates will be entitled to
                      receive the entire Class A Principal Distribution
                      Amount for such distribution date, until the Class A-4
                      Certificate Principal Balance has been reduced to zero.


OVERCOLLATERALIZATION
PROVISIONS:           On each distribution date, the Extra Principal
                      Distribution Amount, if any, is applied on that
                      distribution date as an accelerated payment of principal
                      on the offered certificates in the manner and to the
                      extent hereafter described.  The Extra Principal
                      Distribution Amount will consist of the lesser of (a)
                      the Monthly Excess Cashflow Amount and (b) the
                      Overcollateralization Deficiency.


                      The Monthly Excess Cashflow Amount for any distribution
                      date will derive primarily from the amount of interest
                      collected on the home equity loans in excess of the
                      amount of interest needed to pay the Current Interest
                      plus any Interest Carry Forward Amount with respect to
                      such distribution date.

                      The Overcollateralization Release Amount for any
                      distribution date is the amount (but not in excess of
                      the Principal Collections for such distribution date)
                      equal to the excess of:

                          o   (a) the Overcollateralization Amount for such
                              distribution date, assuming that 100% of the
                              Principal Collections is applied on such
                              distribution date to the distribution of
                              principal on the offered certificates over
                              (b) the Targeted Overcollateralization
                              Amount.

                      The Targeted Overcollateralization Amount, as of any
                      distribution date, will be:

                          o   prior to the Stepdown Date, 9.50% of the initial
                              Stated Principal Balance of the home equity loans;
                              and
                          o   on and after the Stepdown Date and assuming a
                              Trigger Event is not in effect, the greater of (a)
                              19.00% of the aggregate outstanding Stated
                              Principal Balance of the home equity loans,
                              as of the last day of the related Collection
                              Period and (b) $2,633,666.

                      If a Trigger Event is in effect on or after the
                      Stepdown Date, the Targeted Overcollateralization
                      Amount will be equal to the Targeted
                      Overcollateralization Amount for the immediately
                      preceding distribution date.

                      In the event that the Targeted Overcollateralization
                      Amount is permitted to decrease or "step down" on a
                      distribution date in the future, a portion of the
                      principal which would otherwise be distributed to the
                      holders of the offered certificates on that
                      distribution date will not be distributed to the
                      holders of the offered certificates on that
                      distribution date. This has the effect of decelerating
                      the amortization of the offered certificates relative
                      to the amortization of the home equity loans, and of
                      reducing the Overcollateralization Amount.

REALIZED LOSSES:      If on any distribution date, after giving effect to any
                      Extra Principal Distribution Amount, the aggregate
                      Certificate Principal Balance of the offered certificates
                      exceeds the aggregate Stated Principal Balance
                      of the home equity loans, the Certificate Principal
                      Balances of the subordinated certificates will be reduced
                      by an amount equal to such excess, which is an Applied
                      Realized Loss Amount, in inverse order of seniority
                      (first, to the Class M-2 Certificates, until the
                      Certificate Principal Balance thereof has been reduced to
                      zero; and second, the Class M-1 Certificates, until the
                      Certificate Principal Balance thereof has been reduced to
                      zero).  If the Certificate Principal Balance of a class of
                      subordinated certificates is reduced, that class
                      thereafter will be entitled to distributions of interest
                      and principal only with respect to the Certificate
                      Principal Balance so


                                       8


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<PAGE>   9




                      reduced.  Although the Certificate Principal Balance of
                      the Class A Certificates will not be reduced on account
                      of Realized Losses even if the Certificate Principal
                      Balances of all the subordinated certificates have been
                      reduced to zero, the amount available to be distributed
                      to the Class A Certificates as principal may be less
                      than the Certificate Principal Balances of the Class A
                      Certificates.

ADVANCES:             The master servicer is not obligated to make Advances
                      relating to delinquent payments of principal and interest
                      with respect to any home equity loan included in the home
                      equity pool.




                                       9


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<PAGE>   10





THE HOME EQUITY LOAN POOL

All of the home equity loans, based upon the statistical cut-off date principal
balance, are secured by first or second liens or deeds of trust.  The home
equity loans had the following characteristics as of the statistical cut-off
date, the date as of which information is provided with respect to the home
equity loans in the home equity loan pool:



<TABLE>
     <S>                                             <C>
     Minimum current principal balance               $5,186.75
     Maximum current principal balance               $237,060.29
     Average current principal balance               $67,337.88
     Range of loan rates                             8.000% to 20.176%
     Weighted average loan rate                      11.644%
     Range of original terms to maturity             48 to 360 months
     Weighted average original term to maturity      291.73 months
     Range of remaining terms to maturity            14 to 359 months
     Weighted average remaining term to maturity     277.77 months
     Range of combined loan-to-value ratios          8.81% to 115.00%
     Weighted average combined loan-to-value ratios  93.32%
</TABLE>


See "Description of the Home Equity Loan Pool" in the prospectus supplement.






                                       10
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<PAGE>   11






<TABLE>
<CAPTION>
                                 CURRENT BALANCE
- ---------------------------------------------------------------------------
RANGE OF CURRENT BALANCES     NO. OF LOANS   CURRENT BALANCE   % BY BALANCE
- --------------------------    ------------   ---------------   ------------
<S>                           <C>            <C>               <C>
  $5,000.01  - $ 10,000.00         82        $    689,814          0.13%
  10,000.01  -   20,000.00        555           8,667,614          1.63
  20,000.01  -   30,000.00        799          20,204,366          3.81
  30,000.01  -   40,000.00        993          34,761,805          6.56
  40,000.01  -   50,000.00        882          39,661,717          7.48
  50,000.01  -   60,000.00        857          47,097,780          8.88
  60,000.01  -   70,000.00        717          46,505,352          8.77
  70,000.01  -   80,000.00        582          43,606,492          8.22
  80,000.01  -   90,000.00        489          41,505,642          7.83
  90,000.01  -  100,000.00        369          34,997,410          6.60
 100,000.01  -  110,000.00        326          34,263,294          6.46
 110,000.01  -  120,000.00        281          32,161,268          6.06
 120,000.01  -  130,000.00        212          26,450,617          4.99
 130,000.01  -  140,000.00        173          23,378,888          4.41
 140,000.01  -  150,000.00        121          17,503,541          3.30
 150,000.01  -  200,000.00        338          57,560,356         10.85
 200,000.01  -  240,000.00         99          21,269,873          4.01
- ------------------------------------------------------------------------
           Total                7,875        $530,285,828        100.00%
</TABLE>


<TABLE>
<CAPTION>
                              ORIGINAL LOAN BALANCE
- ---------------------------------------------------------------------------
RANGE OF CURRENT BALANCES     NO. OF LOANS   CURRENT BALANCE   % BY BALANCE
- --------------------------    ------------   ---------------   ------------
<S>                           <C>            <C>               <C>
 $50,000.01  - $ 10,000.00         15        $    129,424          0.02%
  10,000.01  -   20,000.00        508           7,313,899          1.38
  20,000.01  -   30,000.00        771          18,481,360          3.49
  30,000.01  -   40,000.00        977          32,657,487          6.16
  40,000.01  -   50,000.00        921          39,983,868          7.54
  50,000.01  -   60,000.00        857          45,925,082          8.66
  60,000.01  -   70,000.00        731          46,424,183          8.75
  70,000.01  -   80,000.00        614          45,033,331          8.49
  80,000.01  -   90,000.00        497          41,494,492          7.82
  90,000.01  -  100,000.00        397          36,935,540          6.97
 100,000.01  -  110,000.00        321          33,408,138          6.30
 110,000.01  -  120,000.00        295          33,319,272          6.28
 120,000.01  -  130,000.00        221          27,335,805          5.15
 130,000.01  -  140,000.00        166          22,259,301          4.20
 140,000.01  -  150,000.00        137          19,558,273          3.69
 150,000.01  -  200,000.00        340          57,192,239         10.79
 200,000.01  -  240,000.00        107          22,834,134          4.31
- ------------------------------------------------------------------------
           Total                7,875        $530,285,828        100.00%
</TABLE>






                                       11


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Recipients must read the information contained in the attached statement. Do not
use or rely on this information if you have not received and reviewed the
statement. If you have not received the statement, call your Merrill Lynch
account executive for another copy.
<PAGE>   12




<TABLE>
<CAPTION>
                              CURRENT RATE
- ---------------------------------------------------------------------------
  RANGE OF CURRENT RATES      NO. OF LOANS   CURRENT BALANCE   % BY BALANCE
- --------------------------    ------------   ---------------   ------------
<S>                           <C>            <C>               <C>
    8.000% -  8.999%               85         $  9,986,736          1.88%
    9.000  -  9.999               653           67,710,201         12.77
   10.000  - 10.999             1,402          133,890,042         25.25
   11.000  - 11.999             2,676          185,385,584         34.96
   12.000  - 12.999               992           57,608,165         10.86
   13.000  - 13.999               794           34,057,366          6.42
   14.000  - 14.999               824           27,927,440          5.27
   15.000  - 15.999               270            8,456,738          1.59
   16.000  - 16.999               123            3,544,983          0.67
   17.000  - 17.999                51            1,637,701          0.31
   18.000  - 18.999                 3               36,849          0.01
   20.000  - 20.999                 2               44,024          0.01
- ------------------------------------------------------------------------
      Total                     7,875         $530,285,828        100.00%
</TABLE>



                                       12


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- --------------------------------------------------------------------------------
Recipients must read the information contained in the attached statement. Do not
use or rely on this information if you have not received and reviewed the
statement. If you have not received the statement, call your Merrill Lynch
account executive for another copy.




<PAGE>   13






<TABLE>
<CAPTION>
                              PROPERTY STATE
- ---------------------------------------------------------------------------
STATES                        NO. OF LOANS   CURRENT BALANCE   % BY BALANCE
- --------------------------    ------------   ---------------   ------------
<S>                           <C>            <C>               <C>
ALABAMA                            104        $ 7,202,872           1.36%
ARIZONA                            127          8,821,561           1.66
CALIFORNIA                       1,214         85,662,516          16.15
COLORADO                            79          7,447,064           1.40
CONNECTICUT                         82          6,731,261           1.27
DELAWARE                            51          4,156,251           0.78
DISTRICT OF COLUMBIA                14          1,309,511           0.25
FLORIDA                            496         31,011,055           5.85
GEORGIA                            180         10,761,417           2.03
IDAHO                               50          4,070,359           0.77
ILLINOIS                           227         13,527,350           2.55
INDIANA                            130          7,013,147           1.32
IOWA                                34          2,354,056           0.44
KANSAS                              97          4,961,601           0.94
KENTUCKY                            43          2,927,555           0.55
LOUISIANA                           36          2,003,312           0.38
MAINE                                5            604,056           0.11
MARYLAND                           332         20,443,454           3.86
MASSACHUSETTS                      146         11,349,804           2.14
MICHIGAN                           444         27,826,226           5.25
MINNESOTA                           36          3,181,477           0.60
MISSISSIPPI                         23          1,028,532           0.19
MISSOURI                           313         19,185,254           3.62
MONTANA                              6            596,896           0.11
NEVADA                              68          6,216,112           1.17
NEW HAMPSHIRE                       31          3,037,049           0.57
NEW JERSEY                         286         20,183,558           3.81
NEW MEXICO                          20          2,188,696           0.41
NEW YORK                           607         46,174,377           8.71
NORTH CAROLINA                     213         13,796,544           2.60
NORTH DAKOTA                         1             88,620           0.02
OHIO                               386         22,263,415           4.20
OKLAHOMA                            43          2,698,445           0.51
OREGON                              91          8,580,151           1.62
PENNSYLVANIA                       715         38,409,158           7.24
RHODE ISLAND                        13          1,478,741           0.28
SOUTH CAROLINA                     132          7,339,322           1.38
SOUTH DAKOTA                         3            319,982           0.06
TENNESSEE                          112          8,929,929           1.68
TEXAS                              165          6,347,256           1.20
UTAH                                43          5,290,586           1.00
VIRGINIA                           328         19,311,115           3.64
</TABLE>



                                       13

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- -------------------------------------------------------------------------------
Recipients must read the information contained in the attached statement.
Do not use or rely on this information if you have not received and reviewed
the statement. If you have not received the statement call your Merrill Lynch
account executive for another copy.
<PAGE>   14



<TABLE>
<CAPTION>
                              PROPERTY STATE
- ---------------------------------------------------------------------------
STATES                        NO. OF LOANS   CURRENT BALANCE   % BY BALANCE
- --------------------------    ------------   ---------------   ------------
<S>                           <C>            <C>               <C>

WASHINGTON                         284         28,510,069           5.38
WEST VIRGINIA                        5            232,593           0.04
WISCONSIN                           58          4,473,526           0.84
WYOMING                              2            239,999           0.05
- ------------------------------------------------------------------------
    Total                        7,875       $530,285,828         100.00%
</TABLE>



                                       14

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- -------------------------------------------------------------------------------
Recipients must read the information contained in the attached statement.
Do not use or rely on this information if you have not received and reviewed
the statement. If you have not received the statement call your Merrill Lynch
account executive for another copy.
<PAGE>   15






<TABLE>
<CAPTION>
                         COMBINED LOAN TO VALUE
- ---------------------------------------------------------------------------
COMBINED LOAN TO VALUE        NO. OF LOANS  CURRENT BALANCE    % BY BALANCE
- ----------------------        ------------  ---------------  --------------
<S>       <C>       <C>       <C>           <C>                <C>
8.01%            -  10.00%               4     $     62,396        0.01%
10.01            -  20.00               36          904,349        0.17
20.01            -  30.00               74        2,075,026        0.39
30.01            -  40.00              148        4,660,193        0.88
40.01            -  50.00              195        7,479,963        1.41
50.01            -  60.00              277       12,182,134        2.30
60.01            -  70.00              428       21,697,039        4.09
70.01            -  80.00              685       38,648,893        7.29
80.01            -  90.00            1,304       82,064,384       15.48
90.01            -  100.00           1,978      135,838,717       25.62
100.01           -  110.00           2,390      196,167,756       36.99
110.01           -  115.00             356       28,504,978        5.38
- ------    --------  ------    ------------  ---------------      ------
           Total                     7,875     $530,285,828      100.00%
</TABLE>

<TABLE>
<CAPTION>
                              LIEN POSITION
- ---------------------------------------------------------------------------
       LIEN POSITION          NO. OF LOANS  CURRENT BALANCE    % BY BALANCE
- ----------------------------  ------------  ---------------  --------------
<S>       <C>       <C>       <C>           <C>                <C>
       1                             5,861     $454,877,902       85.78%
       2                             2,014       75,407,926       14.22
- --------                      ------------  ---------------      ------
           Total                     7,875     $530,285,828      100.00%
</TABLE>

<TABLE>
<CAPTION>
                              ORIGINAL TERM
- ---------------------------------------------------------------------------
       ORIGINAL TERM          NO. OF LOANS  CURRENT BALANCE    % BY BALANCE
- ----------------------------  ------------  ---------------  --------------
<S>       <C>       <C>       <C>           <C>                <C>
      48         -        60            75     $  1,342,789        0.25%
      61         -       120           683       24,448,813        4.61
     121         -       180         2,225      111,240,854       20.98
     181         -       240         1,124       72,237,091       13.62
     241         -       300           120       10,868,690        2.05
     301         -       360         3,648      310,147,592       58.49
- --------  --------  --------  ------------  ---------------      ------
           Total                     7,875     $530,285,828      100.00%
</TABLE>

<TABLE>
<CAPTION>
                             REMAINING TERM
- ---------------------------------------------------------------------------
REMAINING TERM                NO. OF LOANS  CURRENT BALANCE    % BY BALANCE
- --------------                ------------  ---------------    ------------
<S>       <C>       <C>       <C>           <C>                <C>
      12         -        60           127     $  2,410,385        0.45%
      61         -       120           722       26,078,802        4.92
     121         -       180         2,244      112,861,090       21.28
     181         -       240         1,014       67,919,269       12.81
     241         -       300           122       11,103,342        2.09
     301         -       360         3,646      309,912,940       58.44
- --------  --------  --------  ------------  ---------------      ------
           Total                     7,875     $530,285,828      100.00%
</TABLE>

<TABLE>
<CAPTION>
                            CURRENT DAYS LATE
- ---------------------------------------------------------------------------
           CURRENT DAYS LATE  NO. OF LOANS  CURRENT BALANCE    % BY BALANCE
           -----------------  ------------  ---------------    ------------
<S>       <C>       <C>       <C>           <C>                <C>
       0         -        29         7,875      530,285,828       100.00%
- --------  --------  --------  ------------  ---------------       ------
           Total                     7,875     $530,285,828       100.00%
</TABLE>




                                       15


Merrill Lynch Logo
- --------------------------------------------------------------------------------
Recipients must read the information contained in the attached statement. Do not
use or rely on this information if you have not received and reviewed the
statement. If you have not received the statement, call your Merrill Lynch
account executive for another copy.

<PAGE>   16


<TABLE>
<CAPTION>
                          OWNER OCCUPANCY
- ----------------------------------------------------------------------
OWNER OCCUPANCY          NO. OF LOANS  CURRENT BALANCE    % BY BALANCE
- ---------------          ------------  ---------------  --------------
<S>                      <C>           <C>              <C>
Investor                          225     $ 12,221,766        2.30%
Primary                         7,646      517,779,969       97.64
Secondary                           4          284,094        0.05
- ---------                ------------  ---------------      ------
         Total                  7,875     $530,285,828      100.00%
</TABLE>

<TABLE>
<CAPTION>
                            LOAN PURPOSE
- ----------------------------------------------------------------------
LOAN PURPOSE             NO. OF LOANS  CURRENT BALANCE    % BY BALANCE
- ------------             ------------  ---------------  --------------
<S>                      <C>           <C>              <C>
Refinance - Cash Out            7,160     $480,801,140       90.67%
Refinance - No Cash Out           715       49,484,689        9.33
- -----------------------  ------------  ---------------      ------
         Total                  7,875     $530,285,828      100.00%
</TABLE>

<TABLE>
<CAPTION>
                          ORIGINATION YEAR
- ----------------------------------------------------------------------
ORIGINATION YEAR         NO. OF LOANS  CURRENT BALANCE    % BY BALANCE
- ----------------         ------------  ---------------  --------------
<S>                      <C>           <C>              <C>
1995 and prior                    157     $  4,830,341        0.91%
1996                              433       22,221,015        4.19
1997                            1,463       76,952,050       14.51
1998                            3,226      212,047,990       39.99
1999                            2,596      214,234,432       40.40
- ----                     ------------  ---------------     -------
         Total                  7,875     $530,285,828      100.00%
</TABLE>


                                       16


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- --------------------------------------------------------------------------------
Recipients must read the information contained in the attached statement. Do not
use or rely on this information if you have not received and reviewed the
statement. If you have not received the statement, call your Merrill Lynch
account executive for another copy.
<PAGE>   17





                          CPR PREPAYMENT SENSITIVITIES
                             FOR POOL CERTIFICATES

                           % OF PREPAYMENT ASSUMPTION
                                    TO CALL

<TABLE>
<CAPTION>
                          0%    50%   100%   150%   200%   250%
                      -----   ----   ----   ----   ----   ----
<S>            <C>    <C>     <C>    <C>    <C>    <C>    <C>
CLASS A-1      WAL     7.97   1.35   0.74   0.52   0.39   0.31
               Begin      1      1      1      1      1      1
               End      193     36     18     12      9      7

CLASS A-2      WAL    19.54   3.75   1.80   1.17   0.86   0.65
               Begin    193     36     18     12      9      7
               End      275     58     25     16     12      9

CLASS A-3      WAL    25.39   7.91   3.49   1.68   1.19   0.88
               Begin    275     58     25     16     12      9
               End      312    111     58     25     17     13

CLASS A-4 NAS  WAL    10.91   6.91   4.59   2.39   1.59   1.16
               Begin     37     37     37     25     17     13
               End      312    111     58     36     21     15

CLASS M-1      WAL    22.17   6.74   3.71   3.01   1.76   1.33
               Begin    191     44     33     36     21     15
               End      312    111     58     36     21     16

CLASS M-2      WAL    23.19   7.25   3.81   3.00   1.76   1.34
               Begin    201     47     31     35     21     16
               End      312    111     58     36     21     16
</TABLE>
- ----------------
Pricing Speed is 100% Prepayment Assumption - 0% CPR to 30% CPR in Months 1 to
20 and 30% CPR thereafter.






                                       17


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Recipients must read the information contained in the attached statement. Do not
use or rely on this information if you have not received and reviewed the
statement. If you have not received the statement, call your Merrill Lynch
account executive for another copy.
<PAGE>   18




                          CPR PREPAYMENT SENSITIVITIES
                             FOR POOL CERTIFICATES

                           % OF PREPAYMENT ASSUMPTION
                                  TO MATURITY

<TABLE>
<CAPTION>
                          0%     50%   100%   150%   200%   250%
                      -----   -----   ----   ----   ----   ----
<S>            <C>    <C>     <C>     <C>    <C>    <C>    <C>
CLASS A-1      WAL     7.97    1.35   0.74   0.52   0.39   0.31
               Begin      1       1      1      1      1      1
               End      193      36     18     12      9      7

CLASS A-2      WAL    19.54    3.75   1.80   1.17   0.86   0.65
               Begin    193      36     18     12      9      7
               End      275      58     25     16     12      9

CLASS A-3      WAL    26.31   10.40   4.36   1.68   1.19   0.88
               Begin    275      58     25     16     12      9
               End      347     291    162     25     17     13

CLASS A-4 NAS  WAL    10.91    7.00   5.70   3.13   1.59   1.16
               Begin     37      37     37     25     17     13
               End      319     122     98    103     21     15

CLASS M-1      WAL    22.42    7.08   3.95   4.08   2.42   2.05
               Begin    191      44     33     40     21     15
               End      330     137     78     60     38     32

CLASS M-2      WAL    23.47    7.64   4.08   3.51   2.52   1.81
               Begin    201      47     31     35     25     18
               End      330     137     78     60     38     32
</TABLE>

Pricing Speed is 100% Prepayment Assumption - 0% CPR to 30% CPR in Months 1 to
20 and 30% CPR thereafter.









                                       18


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Recipients must read the information contained in the attached statement. Do not
use or rely on this information if you have not received and reviewed the
statement. If you have not received the statement, call your Merrill Lynch
account executive for another copy.


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