OAKWOOD MORTGAGE INVESTORS INC
8-K, 1999-05-10
ASSET-BACKED SECURITIES
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                       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) May 7, 1999.

                        Oakwood Mortgage Investors, Inc.
               (Exact name of registrant as specified in charter)


          North Carolina                333-58497            56-1886793
       (State or other jurisdiction  (Commission           (IRS Employer
        of incorporation)            File Number)       Identification No.)

            7800 McCloud Road, Greensboro, North Carolina 27425-7081
               (Address of principal executive offices) (Zip Code)

        Registrant's telephone number, including area code (336) 664-2400

 -------------------------------------------------------------------------------
         (Former name or former address, if changed since last report.)

<PAGE>

Item 5.        Other Events.

     On or about May 10, 1999, the Registrant expects to enter into an
underwriting agreement with Credit Suisse First Boston Corporation and
NationsBanc Montgomery Securities LLC (the "Underwriters"), pursuant to which
the Underwriters will agreed to purchase and offer for sale to the public,
$255,621,150 aggregate initial principal amount of the Registrant's
Senior/Subordinated Pass-Through Certificates, Series 1999-B, Class A-1, Class
A-2, Class A-3, Class A-4, Class M-1, Class M-2, Class B-1 and Class B-2 (the
"Offered Securities"). The Offered Securities are registered for sale under the
Registrant's effective shelf Registration Statement on Form S-3 (333-58497), and
are offered pursuant to a Prospectus, dated May 10, 1999, and a related
Prospectus Supplement, dated May 10, 1999, to be filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933, as amended and Rule
424 thereunder.

     In connection with the offering of the Offered Securities, the Underwriters
have prepared and disseminated to potential purchasers certain "Series Term
Sheets", "Computational Materials" and/or "Structural Terms Sheet(s)," as such
terms are defined in the No-Action response letters to Greenwood Trust Company,
Discover Card Master Trust I (publicly available April 5, 1996), to Kidder,
Peabody and Co. Incorporated and certain affiliates thereof (publicly available,
May 20, 1994) and the No-Action response letter to Cleary, Gottlieb, Steen &
Hamilton on behalf of the Public Securities Association (publicly available,
February 17, 1995), respectively. In accordance with such No-Action Letter, the
Registrant is filing herewith such Series Term Sheets, Computational Materials
and/or Structural Terms Sheet(s) as Exhibit 99.1.

Item 7.       Financial Statements, Pro Forma Financial Statements and Exhibits.

Exhibits
- --------

  99.1  Copy of "Series Term Sheets", "Computational Materials" and/or
        "Structural Terms Sheet(s)" as provided by Credit Suisse First Boston
        Corporation and NationsBanc Montgomery Securities LLC

  99.2  Copy of "Series Term Sheets", "Computational Materials" and/or
        "Structural Terms Sheet(s)" as provided by Credit Suisse First Boston
        Corporation and NationsBanc Montgomery Securities LLC


                                      -2-
<PAGE>

                                   Signatures


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



May 7, 1999                                     OAKWOOD MORTGAGE INVESTORS, INC.



                                                By:  /s/ Douglas R. Muir
                                                     -----------------------
                                                Name:  Douglas R. Muir
                                                Title: Vice President

                                      -3-
<PAGE>

                                INDEX TO EXHIBITS





                                                                       Page


99.1    Copy of "Series Term Sheets", "Computational
        Materials" and/or "Structural Terms Sheet(s)"
        as provided by Credit Suisse First Boston
        Corporation and NationsBanc Montgomery                  [Electronic
        Securities LLC   ....................................       Format]

99.2    Copy of "Series Term Sheets", "Computational
        Materials" and/or "Structural Terms Sheet(s)"
        as provided by Credit Suisse First Boston
        Corporation and NationsBanc Montgomery                  [Electronic
        Securities LLC   ....................................       Format]


                                      -4-


  SUBJECT TO REVISION
  SERIES TERM SHEET DATED MAY 7, 1999


                                     [LOGO]
                                  $255,621,150
                        Oakwood Mortgage Investors, Inc.,
                                    Depositor
                         Oakwood Acceptance Corporation,
                                    Servicer
          SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES, SERIES 1999-B

Attached is a preliminary Series Term Sheet describing the structure, collateral
pool and certain aspects of the Oakwood Mortgage Investors, Inc.
Senior/Subordinated Pass-Through Certificates, Series 1999-B. The Series Term
Sheet has been prepared by Oakwood Mortgage Investors, Inc. for informational
purposes only and is subject to modification or change. The information and
assumptions contained therein are preliminary and will be superseded by a
prospectus supplement and by any other additional information subsequently filed
with the Securities and Exchange Commission or incorporated by reference in the
Registration Statement.

Neither Credit Suisse First Boston, NationsBanc Montgomery Securities LLC nor
any of their respective affiliates makes any representation as to the accuracy
or completeness of any of the information set forth in the attached Series Term
Sheet. This cover sheet is not part of the Series Term Sheet.

A REGISTRATION STATEMENT (INCLUDING A BASE PROSPECTUS) RELATING TO THE
PASS-THROUGH CERTIFICATES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE
COMMISSION AND HAS BEEN DECLARED EFFECTIVE. THE FINAL PROSPECTUS SUPPLEMENT
RELATING TO THE SECURITIES WILL BE FILED AFTER THE SECURITIES HAVE BEEN PRICED
AND ALL OF THE TERMS AND INFORMATION ARE FINALIZED. THIS COMMUNICATION IS NOT AN
OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE
OF THE SECURITIES 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. INTERESTED PERSONS ARE REFERRED TO THE FINAL PROSPECTUS AND
PROSPECTUS SUPPLEMENT TO WHICH THE SECURITIES RELATE. ANY INVESTMENT DECISION
SHOULD BE BASED ONLY UPON THE INFORMATION IN THE FINAL PROSPECTUS AND PROSPECTUS
SUPPLEMENT AS OF THEIR PUBLICATION DATES.



THE INFORMATION CONTAINED IN THIS REVISED SERIES TERM SHEET SUPERSEDES THE
INFORMATION CONTAINED IN ALL PRIOR SERIES TERM SHEETS.



Credit Suisse First Boston
                                           NationsBanc Montgomery Securities LLC


<PAGE>

        THIS SERIES TERM SHEET WILL BE SUPERSEDED IN ITS ENTIRETY BY THE
INFORMATION APPEARING IN THE PROSPECTUS SUPPLEMENT, THE PROSPECTUS AND THE
SERIES 1999-B POOLING AND SERVICING AGREEMENT (INCLUDING THE JULY 1998 EDITION
TO THE STANDARD TERMS) TO BE DATED AS OF APRIL 1, 1999, AMONG OAKWOOD MORTGAGE
INVESTORS, INC., AS DEPOSITOR, OAKWOOD ACCEPTANCE CORPORATION, AS SERVICER, AND
CHASE MANHATTAN TRUST COMPANY, NATIONAL ASSOCIATION, AS
TRUSTEE.

The Offered Certificates...............
<TABLE>
<CAPTION>
   -------------------------------------------------------------------------------------------------
                                                    Average             Modified
                                         Moodys/      Life              Duration  First     Last
     Class    Principal   Description     Fitch     (yrs)(3)   Coupon  (yrs) (3)  Pay(3)   Pay(3)
              Amount(1)                Ratings(2)
   -------------------------------------------------------------------------------------------------
<S>   <C>   <C>                                       <C>         <C>     <C>      <C>      <C>
    A-1     $61,200,000   Senior SEQ    Aaa / AAA     1.10     . %(4)     1.04     6/99     7/01
    A-2     $49,100,000   Senior SEQ    Aaa / AAA     3.10     . %(5)     2.74     7/01     6/03
    A-3     $28,900,000   Senior SEQ    Aaa / AAA     5.10     . %(5)     4.23     6/03    10/05
    A-4     $57,628,000   Senior SEQ    Aaa / AAA     9.06     . %(5)     6.53    10/05     5/09
    M-1     $15,337,000   Mezzanine     Aa3 / AA      8.14     . %(5)     5.95    12/03     5/09
                                                                  (6)
    M-2     $12,781,000   Mezzanine      A2 / A       8.14     . %(5)     5.85    12/03     5/09
                                                                  (6)
    B-1     $12,781,000   Subordinate  Baa2 / BBB     6.11     . %(5)     4.60    12/03     4/07
                                                                  (6)
    B-2     $17,894,150   Guarantee    Baa3 / BBB-   10.00     . %(5)     6.32     5/09     5/09
                                                                  (6)
   -------------------------------------------------------------------------------------------------
</TABLE>

                                 (1) The aggregate initial principal balance
                                     of the Certificates may be increased or
                                     decreased by up to 5%. Any such increase or
                                     decrease may be allocated
                                     disproportionately among the Classes of
                                     Certificates. Accordingly, any investor's
                                     commitments with respect to the
                                     Certificates may be increased or decreased
                                     correspondingly.
                                 (2) It is a condition to the issuance of the
                                     Certificates that they be rated as above. A
                                     security rating is not a recommendation to
                                     buy, sell or hold securities and may be
                                     object to revision of withdrawal at any
                                     time by the assigning rating organization.
                                 (3) Assumed that the Optional Termination is
                                     exercised on the May 2009 Distribution
                                     Date. Data run at a prepayment speed of
                                     200% MHP.
                                 (4) Based on One-Month LIBOR and subject to a
                                     cap of the Weighted Average Net Asset Rate
                                     for the related Distribution Date. Computed
                                     on the basis of a 360-day year and the
                                     actual number of days in each Interest
                                     Accrual Period.
                                 (5) Computed on the basis of a 360-day year of
                                     twelve 30-day months.
                                 (6) The lesser of (i) specified rate per annum,
                                     or (ii) the Weighted Average Net Asset Rate
                                     for the related Distribution
                                     Date.

<TABLE>
<CAPTION>

Class Designations
<S>                                        <C>        <C>        <C>            <C>
  CLASS A CERTIFICATES.............Class A-1, Class A-2 ,Class A-3, and Class A-4 Certificates.
  CLASS M CERTIFICATES.............Class M-1 and Class M-2 Certificates.
  CLASS B CERTIFICATES.............Class B-1 and Class B-2 Certificates.
  SUBORDINATED CERTIFICATES........Class M, Class B, Class X and Class R Certificates.
  OFFERED CERTIFICATES.............Class A, Class M and Class B Certificates.
  OFFERED SUBORDINATED
  CERTIFICATES.....................Class M and Class B Certificates.
</TABLE>

Other Certificates.................The Class X and Class R Certificates
                                   are not being offered hereby. They are
                                   expected to be sold initially to related
                                   entities of the Company, which may offer them
                                   in the future in one or more privately
                                   negotiated transactions.

Denominations......................The Offered Certificates will be Book-Entry
                                   Certificates only, in minimum denominations
                                   of $1,000 and integral multiples of $1 in
                                   excess thereof.

Cut-off Date.......................April 1, 1999.

Distribution Dates.................The fifteenth day of each month, (or if
                                   such fifteenth day is not a business day, the
                                   next succeeding business day) commencing in
                                   June 1999 (each, a "Distribution Date").

Record Date........................With respect to each Distribution Date,
                                   the close of business on the last business
                                   day of the month preceding the month in which
                                   such Distribution Date occurs (each, a
                                   "Record Date").

Interest Accrual Period............With respect to each Distribution Date,
                                   (i) for the Class A-1 Certificates, the
                                   period commencing on the 15th day of the
                                   preceding month through the 14th day of the
                                   month in which such Distribution Date occurs
                                   (except that the first Interest Accrual
                                   Period for the Class A-1 Certificates will be
                                   the period from the Closing Date through June
                                   14th, 1999), and (ii) for all

                                       1
<PAGE>

                                   other Classes of the Offered Certificates,
                                   the calendar month preceding the month in
                                   which the Distribution Date occurs (each, an
                                   "Interest Accrual Period").

Distributions......................The "Available Distribution Amount" for a
                                   Distribution Date generally will include
                                   (1)(a) Monthly Payments of principal and
                                   interest due on the Assets during the
                                   related Collection Period, to the extent
                                   such payments were actually collected from
                                   the Obligors or advanced by the Servicer and
                                   (b) unscheduled payments received with
                                   respect to the Assets during the related
                                   Prepayment Period, including Principal
                                   Prepayments, proceeds of repurchases, Net
                                   Liquidation Proceeds and Net Insurance
                                   Proceeds, less (2)(a) amounts required to
                                   reimburse the Servicer for previously
                                   unreimbursed Advances in accordance with the
                                   Agreement, (b) amounts required to reimburse
                                   the Company or the Servicer for certain
                                   reimbursable expenses in accordance with the
                                   Agreement, (c) amounts required to reimburse
                                   any party for an overpayment of a Repurchase
                                   Price for an Asset in accordance with the
                                   Agreement, and (d)(i) if Oakwood is not the
                                   Servicer, Serivicing Fees for the related
                                   Collection Period; (ii) if Oakwood is the
                                   Servicier, 50% of the Servicing Fee for the
                                   related Collection Period for Distribution
                                   Dates prior to May 2009, and on and after
                                   the May 2009 Distribution Date, none of the
                                   Servicing Fees for the related Collection
                                   Period.

                                   The Class A Principal Distribution Amount
                                   will, in general, be allocated sequentially
                                   to the Class A Certificates in order of their
                                   numerical designations. The Class M Principal
                                   Distribution Amount will be allocated pro
                                   rata between the Class M-1 and the Class M-2
                                   Certificates. The Class B Principal
                                   Distribution Amount will be allocated
                                   sequentially to the Class B-1 and the Class
                                   B-2 Certificates, except that prior to the
                                   May 2009 Distribution Date, the Class B-2
                                   Principal Distribution Amount will be
                                   distributed pro rata among Class A, Class M
                                   and Class B-1 Certificates. Prior to the
                                   Cross-over Date or on any Distribution Date
                                   as of which the Principal Distribution Tests
                                   are not met, principal will be allocated
                                   solely to the Class A Certificates.

                                   No principal will be distributable to the
                                   Class B-2 Certificateholders until the May
                                   2009 Distribution Date (unless the
                                   outstanding Assets are less than the Class
                                   B-2 Certificate balance). The Class B-2
                                   Certificates will receive principal
                                   distributions equal to all amounts otherwise
                                   distributable in accordance with "Priority of
                                   Distributions" below after distributions on
                                   the Offered Certificates if the Class B-2
                                   Certificates are outstanding on or after the
                                   May 2009 Distribution Date.

                                   Distributions will be made on each
                                   Distribution Date to holders of record on the
                                   preceding Record Date. Distributions on a
                                   Class of Certificates will be allocated among
                                   the Certificates of such Class in proportion
                                   to their respective percentage interests.

Priority of Distributions..........On..each Distribution Date the Available
                                   Distribution Amount will be distributed in
                                   the following amounts and in the following
                                   order of priority: (1) first, concurrently,
                                   to each Class of the Class A Certificates (a)
                                   first, the related Interest Distribution
                                   Amount for such Distribution Date with the
                                   Available Distribution Amount being allocated
                                   among such Classes pro rata based on their
                                   respective Interest Distribution Amounts and
                                   (b) second, the related Carryover Interest
                                   Distribution Amount, if any, for such


                                       2
<PAGE>

                                   Distribution Date, in each case with the
                                   Available Distribution Amount being allocated
                                   among the Classes of Class A Certificates pro
                                   rata based on their respective Carryover
                                   Interest Distribution Amounts; (2) second, to
                                   the Class M-1 Certificates, (a) first, the
                                   related Interest Distribution Amount for such
                                   Distribution Date and (b) second, the related
                                   Carryover Interest Distribution Amount, if
                                   any, for such Distribution Date; (3) third,
                                   to the Class M-2 Certificates, (a) first, the
                                   related Interest Distribution Amount for such
                                   Distribution Date and (b) second, the related
                                   Carryover Interest Distribution Amount, if
                                   any, for such Distribution Date; (4) fourth,
                                   to the Class B-1 Certificates, (a) first, the
                                   related Interest Distribution Amount for such
                                   Distribution Date and (b) second, the related
                                   Carryover Interest Distribution Amount, if
                                   any, for such Distribution Date; (5) fifth,
                                   concurrently, to each Class of the Class A
                                   Certificates, the related Principal
                                   Distribution Shortfall Carryover Amount for
                                   each such Class, if any, for such
                                   Distribution Date; allocated among the Class
                                   A Certificates pro rata based on their
                                   respective Principal Distribution Shortfall
                                   Carryover Amounts; (6) sixth, to the Class
                                   A-1 Certificates, the Class A-2 Certificates,
                                   the Class A-3 Certificates and the Class A-4
                                   Certificates, the Class A Principal
                                   Distribution Amount, allocated in the
                                   following sequential order: (i) first, to the
                                   Class A-1 Certificates in reduction of the
                                   Certificate Principal Balance of such Class,
                                   until it has been reduced to zero; (ii)
                                   second, to the Class A-2 Certificates in
                                   reduction of the Certificate Principal
                                   Balance of such Class, until it has been
                                   reduced to zero; (iii) third, to the Class
                                   A-3 Certificates in reduction of the
                                   Certificate Principal Balance of such Class,
                                   until it has been reduced to zero; and (iv)
                                   fourth, to the Class A-4 Certificates in
                                   reduction of the Certificate Principal
                                   Balance of such Class, until it has been
                                   reduced to zero; PROVIDED, HOWEVER, that on
                                   any Distribution Date on which the Pool
                                   Scheduled Principal Balance is less than the
                                   aggregate Certificate Principal Balance of
                                   the Class A Certificates immediately prior to
                                   such Distribution Date, the Class A Principal
                                   Distribution Amount will be allocated among
                                   the Class A Certificates PRO RATA based upon
                                   their respective Certificate Principal
                                   Balances. (7) seventh, to the Class M-1
                                   Certificates, (a) first, any related
                                   Writedown Interest Distribution Amount for
                                   such Distribution Date, (b) second, any
                                   related Carryover Writedown Interest
                                   Distribution Amount for such Distribution
                                   Date, (c) third, any related Principal
                                   Distribution Shortfall Carryover Amount, and
                                   (d) fourth, any related Principal
                                   Distribution Amount until the Class M-1
                                   Certificate Principal Balance is reduced to
                                   zero; (8) eighth, to the Class M-2
                                   Certificates, (a) first, any related
                                   Writedown Interest Distribution Amount for
                                   such Distribution Date, (b) second, any
                                   related Carryover Writedown Distribution
                                   Amount for such Distribution Date, (c) third,
                                   any related Principal Distribution Shortfall
                                   Carryover Amount, and (d) fourth, any related
                                   Principal Distribution Amount until the Class
                                   M-2 Certificate Principal Balance is reduced
                                   to zero; (9) ninth, to the Class B-1
                                   Certificates, (a) first, any related
                                   Writedown Interest Distribution Amount for
                                   such Distribution Date, (b) second, any
                                   related Carryover Writedown Interest
                                   Distribution Amount for such Distribution
                                   Date, (c) third, any related Principal
                                   Distribution Shortfall Carryover Amount, and
                                   (d) fourth, any related Principal
                                   Distribution Amount until the Class B-1
                                   Certificate Principal Balance is reduced to
                                   zero; (10) tenth, to the Class B-2
                                   Certificates, (a) first, the related Interest
                                   Distribution Amount for such Distribution
                                   Date and (b) second, the related Carryover
                                   Interest Distribution Amount, if any, for
                                   such Distribution Date; (11) eleventh, to the
                                   Class B-2 Certificates, (a) first any related
                                   Writedown Interest Distribution Amount for
                                   such Distribution Date, (b) second, any
                                   related Carryover Writedown Interest
                                   Distribution Amount for such Distribution
                                   Date, (c) third, any related Principal
                                   Distribution Shortfall Carryover Amount, and
                                   (d) fourth, any related Principal
                                   Distribution Amount until the Class B-2
                                   Certificate Principal Balance is reduced to
                                   zero; (12) twelfth, to the Servicer, the
                                   following amounts in sequential order: (i) as
                                   long as Oakwood is the Servicer, 50% of the
                                   Servicing Fee with respect to any
                                   Distribution Date prior to May 2009,
                                   otherwise 100% of the Servicing Fee with
                                   respect to such Distribution Date; and (ii)
                                   any Servicing Fees from previous

                                       3
<PAGE>

                                   Distribution Dates remaining unpaid; (13)
                                   thirteenth, to the Class X Certificates, in
                                   the following sequential order: (i) the
                                   current Class X Strip Amount; and (ii) any
                                   Class X Strip Amounts from previous
                                   Distribution Dates remaining unpaid; and (14)
                                   finally, any remainder to the Class R
                                   Certificates.

                                   The primary credit support for the Class A
                                   Certificates is the subordination of the
                                   Subordinated Certificates; for the Class M-1
                                   Certificates is the subordination of the
                                   Class M-2, Class B, Class X and Class R
                                   Certificates; for the Class M-2 Certificates
                                   is the subordination of the Class B, Class X
                                   and Class R certificates; for the Class B-1
                                   Certificates is the subordination of the
                                   Class B-2, Class X and Class R certificates;
                                   and for the Class B-2 Certificates is the
                                   subordination of the Class X and Class R
                                   Certificates plus the Limited Guarantee of
                                   certain collections of principal and interest
                                   on the Assets by Oakwood Homes.

Cross-over Date....................The later to occur of (a) the Distribution
                                   Date occurring in December 2003 or (b) the
                                   first Distribution Date on which the
                                   percentage equivalent of a fraction (which
                                   shall not be greater than 1) the numerator of
                                   which is the sum of the Adjusted Certificate
                                   Principal Balance of the Subordinated
                                   Certificates and the Overcollateralization
                                   Amount for such Distribution Date and the
                                   denominator of which is the Pool Scheduled
                                   Principal Balance on such Distribution Date,
                                   equals or exceeds 1.75 times the percentage
                                   equivalent of a fraction (which shall not be
                                   greater than 1) the numerator of which is the
                                   initial aggregate Adjusted Certificate
                                   Principal Balance of the Subordinated
                                   Certificates and the denominator of which is
                                   the Pool Scheduled Principal Balance on the
                                   Cut-off Date.


Performance Test...................The Average 60-Day Delinquency Ratio is less
                                   than or equal to 5%; the Average 30-Day
                                   Delinquency Ratio is less than or equal to
                                   7%, the Current Realized Loss Ratio is less
                                   than or equal to 2.75%; and the Cumulative
                                   Realized Losses are less than or equal to the
                                   percentage of the Aggregate Cut-off Date Pool
                                   Principal Balance set forth below:

                                            7% December 2003 through May 2005,
                                              8% June 2005 through May 2006, 9%
                                              June 2006 through November 2007,
                                              and 10.5% thereafter.


Limited Guarantee..................The Class B-2 Certificateholders will have
                                   the benefit of a limited guarantee provided
                                   by Oakwood Homes of certain collections on
                                   the Assets. The Limited Guarantee will not be
                                   available to support other Classes of
                                   Certificates.

Allocation of Writedown Amounts....The "Writedown Amount" for any Distribution
                                   Date will be the amount, if any, by which the
                                   aggregate Certificate Principal Balance of
                                   all Certificates, after all distributions
                                   have been made on the Certificates on such
                                   Distribution Date, exceeds the Pool Scheduled
                                   Principal Balance of the Assets for the next
                                   Distribution Date. The Writedown Amount will
                                   be allocated among the Classes of
                                   Subordinated Certificates in the following
                                   order of priority:

                                   (1).....first, to the Class B-2 Certificates,
                                   to be applied in reduction of the Adjusted
                                   Certificate Principal Balance of such Class
                                   until it has been reduced to zero;

                                   (2).....second, to the Class B-1
                                   Certificates, to be applied in reduction of
                                   the Adjusted Certificate Principal Balance of
                                   such Class until it has been reduced to zero;

                                   (3).....third, to the Class M-2 Certificates,
                                   to be applied in reduction of the Adjusted
                                   Certificate Principal Balance of such Class
                                   until it has been

                                       4
<PAGE>

                                   reduced to zero; and

                                   (4).....fourth, to the Class M-1
                                   Certificates, to be applied in reduction of
                                   the Adjusted Certificate Principal Balance of
                                   such Class until it has been reduced to zero.

Advances............................For each Distribution Date, the Servicer
                                    will be obligated to make an advance (a "P&I
                                    Advance") in respect of any delinquent
                                    Monthly Payment that will, in the Servicer's
                                    judgement, be recoverable from late payments
                                    on or Liquidation Proceeds from such Asset.
                                    The Servicer will also be obligated to make
                                    Advances ("Servicing Advances" and, together
                                    with P&I Advances, "Advances") in respect of
                                    Liquidation Expenses and certain taxes and
                                    insurance premiums not paid by an Obligor on
                                    a timely basis, to the extent the Servicer
                                    deems such Servicing Advances recoverable
                                    out of Liquidation Proceeds or from
                                    subsequent collections. P&I Advances and
                                    Servicing Advances are reimbursable to the
                                    Servicer under certain circumstances.

Final Scheduled Distribution Dates.Based on the assumptions that (i) there
                                   are no defaults, prepayments or delinquencies
                                   with respect to payments due on the Assumed
                                   Contract Characteristics, and (ii) the
                                   optional termination right is not exercised
                                   by the Servicer, the Final Scheduled
                                   Distribution Dates for each of the Classes
                                   are set forth below. The actual final
                                   Distribution Date for each Class may occur
                                   earlier than the Final Schedule Distribution
                                   Dates. In the event of large losses and
                                   delinquencies on the Contracts, however, the
                                   actual payment on certain of the subordinate
                                   classes of Certificates may occur later than
                                   the Final Scheduled Distribution Dates and in
                                   certain scenarios, holders of such classes
                                   may incur a loss on their investment.
<TABLE>
<CAPTION>

                                                                              Final Scheduled
                                                                            Distribution Dates

                                     <S>                                      <C>
                                 Class A-1 Certificates....               May 15, 2009
                                 Class A-2 Certificates....               December 15, 2013
                                 Class A-3 Certificates....               November 15, 2017
                                 Class A-4 Certificates....               December 15, 2026
                                 Class M-1 Certificates....               December 15, 2026
                                 Class M-2 Certificates....               December 15, 2026
                                 Class B-1 Certificates....               December 15, 2026
                                 Class B-2 Certificates....               November 15, 2011
</TABLE>

Optional Termination...............The..Servicer at its option and subject
                                   to the limitations imposed by the Agreement,
                                   will have the option to purchase from the
                                   Trust Estate all Assets then outstanding and
                                   all other property in the Trust Estate on any
                                   Distribution Date occurring on or after the
                                   later of (i) the Distribution Date in May
                                   2009, and (ii) the date on which the amount
                                   of outstanding assets falls to a level at
                                   which, in the reasonable opinion of the
                                   Servicer, the cost of servicing those assets
                                   becomes burdensome.

Auction Sale.......................If.the Servicer does not exercise its
                                   optional termination right within 90 days
                                   after it first becomes eligible to do so, the
                                   Trustee shall solicit bids for the purchase
                                   of all Assets then outstanding and all other
                                   property in the Trust Estate. In the event
                                   that satisfactory bids are received, the sale
                                   proceeds will be distributed to
                                   Certificateholders.

                                       5
<PAGE>

The Assets.........................The Trust will consist of (1) fixed rate
                                   manufactured housing installment sales
                                   contracts (the "Contracts") secured by
                                   security interests in manufactured homes, as
                                   defined herein (the "Manufactured Homes"),
                                   and with respect to certain of the Contracts
                                   ("Land Secured Contracts"), secured by liens
                                   on the real estate on which the related
                                   Manufactured Homes are located, and (2) fixed
                                   rate mortgage loans secured by first liens on
                                   the real estate to which the related
                                   Manufactured Homes are deemed permanently
                                   affixed (the "Mortgage Loans," and together
                                   with the Contracts, the "Assets"). The Asset
                                   Pool consists of approximately 5,860 Assets
                                   having an aggregate Scheduled Principal
                                   Balance as of the Cut-off Date of
                                   $255,621,150.90.

                                   As of the Cut-off Date, approximately 25.34%
                                   of the Assets are Mortgage Loans and
                                   approximately 3.17% of the Assets are Land
                                   Secured Contracts. Based on Cut-off Date Pool
                                   Scheduled Principal Balance, approximately
                                   77.87% of the Assets are secured by
                                   Manufactured Homes which were new,
                                   approximately 2.49% of the Assets are secured
                                   by Manufactured Homes which were used,
                                   approximately 17.12% of the Assets are
                                   secured by Manufactured Homes which were
                                   repossessed and approximately 2.51% of the
                                   Assets are secured by Manufactured Homes
                                   which were transferred. As of the Cut-off
                                   Date, the Assets were secured by Manufactured
                                   Homes or Mortgaged Properties (or Real
                                   Properties, in the case of Land Secured
                                   Contracts) located in 38 states, Washington
                                   DC and Puerto Rico, and approximately 18.38%
                                   and 17.29% of the Assets were secured by
                                   Manufactured Homes or Mortgaged Properties
                                   located in North Carolina and Texas,
                                   respectively (based on the mailing addresses
                                   of the Obligors on the Assets as of the
                                   Cut-off Date). Each Asset bears interest at
                                   an annual percentage rate (an "APR") of at
                                   least 6.90% and not more than 13.50%. The
                                   weighted average APR of the Assets as of the
                                   Cut-off Date is approximately 10.34%. The
                                   Assets have remaining terms to maturity as of
                                   the Cut-off Date of at least 9 months but not
                                   more than 360 months and original terms to
                                   stated maturity of at least 12 months but not
                                   more than 360 months. As of the Cut-off Date,
                                   the Assets had a weighted average original
                                   term to stated maturity of approximately 282
                                   months, and a weighted average remaining term
                                   to stated maturity of approximately 281
                                   months. The Assets have Loan-to-Value Ratios
                                   as of the Cut-off Date of at least 13.56% but
                                   not more than 100.00%. As of the Cut-off
                                   Date, the Assets had a weighted average
                                   Loan-to-Value Ratio of approximately 92.43%.
                                   The final scheduled payment date on the Asset
                                   with the latest maturity occurs in April
                                   2029.

                                   The Servicer will be required to cause to be
                                   maintained one or more standard hazard
                                   insurance policies with respect to each
                                   Manufactured Home and Mortgaged Property.

Certain Federal Income Tax
  Consequences.....................For federal income tax purposes, the
                                   Trust Estate will be treated as one or more
                                   real estate mortgage investment conduits
                                   (each, a"REMIC"). The Class A, Class M, Class
                                   B and Class X Certificates will constitute
                                   "regular interests" in a REMIC for federal
                                   income tax purposes. The Class R Certificates
                                   will be treated as the sole class of
                                   "residual interests" in each REMIC for
                                   federal income tax purposes.

                                       6
<PAGE>

Recent Developments................During November and December, 1998,
                                   Oakwood Homes and some of its officers and
                                   directors were named as defendants in
                                   lawsuits filed on behalf of purchasers of
                                   Oakwood Homes' common stock between April 11,
                                   1997 and July 21, 1998. These suits were
                                   filed in the United States District Court for
                                   the Middle District of North Carolina and in
                                   the United States District Court for the
                                   Eastern District of Arkansas. They allege
                                   violations of the Exchange Act in the
                                   statements made by Oakwood Homes concerning
                                   its business and financial operations.
                                   Oakwood Homes intends to defend these suits
                                   vigorously. Oakwood Mortgage believes that
                                   these lawsuits will not adversely affect
                                   payments to be made on your certificates.

ERISA Considerations...............Fiduciaries of employee benefit plans and
                                   certain other retirement plans and
                                   arrangements, including individual retirement
                                   accounts and annuities, Keogh plans, and
                                   collective investment funds in which such
                                   plans, accounts, annuities or arrangements
                                   are invested, that are subject to the
                                   Employee Retirement Income Security Act of
                                   1974, as amended ("ERISA"), or corresponding
                                   provisions of the Code (any of the foregoing,
                                   a "Plan"), persons acting on behalf of a
                                   Plan, or persons using the assets of a Plan
                                   ("Plan Investors") should consult with their
                                   own counsel to determine whether the purchase
                                   or holding of the Offered Certificates could
                                   give rise to a transaction that is prohibited
                                   either under ERISA or the Code.

                                    BECAUSE THE OFFERED SUBORDINATED
                                    CERTIFICATES ARE SUBORDINATED SECURITIES,
                                    THEY WILL NOT SATISFY THE REQUIREMENTS OF
                                    CERTAIN PROHIBITED TRANSACTION EXEMPTIONS.
                                    AS A RESULT, THE PURCHASE OR HOLDING OF ANY
                                    OF THE OFFERED SUBORDINATED CERTIFICATES BY
                                    A PLAN INVESTOR MAY CONSTITUTE A NON-EXEMPT
                                    PROHIBITED TRANSACTION OR RESULT IN THE
                                    IMPOSITION OF EXCISE TAXES OR CIVIL
                                    PENALTIES. ACCORDINGLY, NONE OF THE OFFERED
                                    SUBORDINATED CERTIFICATES ARE OFFERED FOR
                                    SALE, AND ARE NOT TRANSFERABLE, TO A PLAN
                                    INVESTOR, UNLESS SUCH PLAN INVESTOR PROVIDES
                                    THE SELLER AND THE TRUSTEE WITH A BENEFIT
                                    PLAN OPINION, OR THE CIRCUMSTANCES DESCRIBED
                                    IN CLAUSE (II) BELOW ARE SATISFIED. UNLESS
                                    SUCH OPINION IS DELIVERED, EACH PERSON
                                    ACQUIRING AN OFFERED SUBORDINATED
                                    CERTIFICATE WILL BE DEEMED TO REPRESENT TO
                                    THE TRUSTEE, THE SELLER AND THE SERVICER
                                    THAT EITHER (I) SUCH PERSON IS NOT A PLAN
                                    INVESTOR SUBJECT TO ERISA OR SECTION 4975 OF
                                    THE CODE, OR (II) SUCH PERSON IS AN
                                    INSURANCE COMPANY THAT IS PURCHASING AN
                                    OFFERED SUBORDINATED CERTIFICATE WITH FUNDS
                                    FROM ITS "GENERAL ACCOUNT" AND THE
                                    PROVISIONS OF PROHIBITED TRANSACTION CLASS
                                    EXEMPTION 95-60 WILL APPLY TO EXEMPT THE
                                    PURCHASE, HOLDING AND RESALE OF SUCH
                                    CERTIFICATE, AND TRANSACTIONS IN CONNECTION
                                    WITH THE SERVICING, OPERATION AND MANAGEMENT
                                    OF THE TRUST FROM THE PROHIBITED TRANSACTION
                                    RULES OF ERISA AND THE CODE.

Legal Investment Considerations....The Class A and Class M-1 Certificates are
                                   expected to constitute "mortgage related
                                   securities" for purposes of the Secondary
                                   Mortgage Market Enhancement Act of 1984
                                   ("SMMEA").

                                    THE CLASS M-2 AND CLASS B CERTIFICATES ARE
                                    NOT "MORTGAGE RELATED SECURITIES" FOR
                                    PURPOSES OF SMMEA BECAUSE SUCH CERTIFICATES
                                    ARE NOT RATED IN ONE OF THE TWO HIGHEST
                                    RATING CATEGORIES BY A NATIONALLY RECOGNIZED
                                    RATING AGENCY.

                                       7
<PAGE>

DELINQUENCY, LOAN LOSS AND REPOSSESSION EXPERIENCE

        The following tables set forth certain information, for the periods
indicated, concerning (1) the asset servicing portfolio, (2) the delinquency
experience and (3) the loan loss and repossession experience of the portfolio of
manufactured housing installment sales contracts and residential mortgage loans
serviced by Oakwood. Because delinquencies, losses and repossessions are
affected by a variety of economic, geographic and other factors, there can be no
assurance that the delinquency and loss experience of the Assets will be
comparable to that set forth below.

                            ASSET SERVICING PORTFOLIO
                             (DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>

                                                     AT SEPTEMBER 30,                                DECEMBER 31,
                              ---------------------------------------------------------------   ---------------------
                                 1994         1995        1996          1997         1998         1997         1998
                              --------     --------     --------     ---------      ---------   ---------     -------

<S>                              <C>          <C>         <C>          <C>           <C>          <C>           <C>
Total Number of Serviced
    Assets
    Oakwood Originated.....   39,273       51,566        67,120       89,411       111,351       94,570       114,697
    Acquired Portfolios....    5,773        4,872         4,177        3,602         2,818        3,404         2,635
Aggregate Outstanding
Principal Balance of
Serviced Assets
    Oakwood Originated....  $757,640   $1,130,378    $1,687,406   $2,499,794    $3,536,657   $2,724,953    $3,692,078
    Acquired Portfolios...   $85,227      $70,853       $57,837      $47,027       $35,882      $43,677       $32,734
Average Outstanding
Principal Balance per
Serviced Asset
    Oakwood Originated.....    $19.3        $21.9         $25.1        $28.0         $31.8        $28.8         $32.2
    Acquired Portfolios....    $14.8        $14.5         $13.8        $13.1         $12.7        $12.8         $12.4
Weighted Average Interest
Rate of Serviced Assets
    Oakwood Originated.....    12.2%        12.0%         11.5%        11.0%         10.8%        11.0%         10.7%
    Acquired Portfolios....    11.0%        11.3%         11.2%        11.1%         11.0%        11.1%         11.0%


                           DELINQUENCY EXPERIENCE (1)
                             (DOLLARS IN THOUSANDS)


                                                                 AT SEPTEMBER 30,                                DECEMBER 31,
                                           -----------------------------------------------------------       --------------------
                                            1994          1995        1996          1997         1998         1997         1998
                                           -------      -------      -------      -------      -------       -------      -------
<S>                                         <C>            <C>          <C>         <C>          <C>          <C>           <C>
Total Number of Serviced Assets
    Oakwood Originated............        39,273        51,566      67,120        89,411       111,351      94,570      114,697
    Acquired Portfolios...........         5,773         4,872       4,177         3,602         2,818       3,404        2,635
Number of Delinquent Assets (2)...
    Oakwood Originated:...........
     30-59 Days...................           350           601         835         1,171         2,345       2,342        2,695
     60-89 Days...................            97           185         308           476           906         598          973
     90 Days or More..............           198           267         492           716         1,222         880        1,474
    Total Number of Assets                   645         1,053       1,635         2,363         4,473       3,820        5,142
    Delinquent
    Acquired Portfolios...........
     30-59 Days...................           127            63          66            90            75          85           52
     60-89 Days...................            49            17          23            23            31          20           19
     90 Days or More..............            98            76          62            75            57          69           53
    Total Number of Assets                   274           156         151           188           163         174          124
    Delinquent
Total Delinquencies as a Percentage
    of Serviced Assets (3)........
    Oakwood Originated............        1.6%          2.0%        2.4%          2.6%         4.0%         4.0%        4.5%
    Acquired Portfolios...........        4.7%          3.2%        3.6%          5.2%         5.8%         5.1%        4.7%
</TABLE>


(1)Assets that are already the subject of repossession or foreclosure
   procedures are not included in "delinquent assets" for purposes of this
   table.
(2)The period of delinquency is based on the number of days payments are
   contractually past due (assuming 30-day months). Consequently, a payment due
   on the first day of a month is not 30 days delinquent until the first day of
   the next month.
(3)     By number of assets.


                                       8
<PAGE>
<TABLE>
<CAPTION>

                        LOAN LOSS/REPOSSESSION EXPERIENCE
                             (DOLLARS IN THOUSANDS)

                                          AT OR FOR THE FISCAL YEAR                    AT OR FOR THE THREE
                                                    ENDED                                 MONTHS ENDED
                                                SEPTEMBER 30,                             DECEMBER 31,
                                ----------------------------------------------------   -------------------
                                  1994       1995       1996       1997       1998       1997       1998
                                 -------  --------   --------   --------   ---------   ---------   -------
<S>                               <C>        <C>        <C>        <C>        <C>         <C>       <C>
Total Number of Serviced        45,046     56,438     71,297     93,013    114,169     97,974    117,332
    Assets (1).............
Average Number of Serviced
    Assets During Period...     37,788     50,742     63,868     82,155    103,591     95,494    115,751
Number of Serviced
    Assets Repossessed.....      1,241      1,718      2,746      3,885      5,411      1,208      1,865
Serviced Assets Repossessed
    as a Percentage of Total
    Serviced Assets (2)....      2.75%      3.04%      3.85%      4.18%       4.74%      4.93%(6)   6.36%(6)
Serviced Assets Repossessed
    as a Percentage of
    Average Number of           
    Serviced Assets........      3.28%      3.39%      4.30%      4.73%       5.22%      5.06%(6)   6.44%(6)
Average Outstanding
    Principal Balance of
    Assets (3).............
    Oakwood Originated..... $701,875      $976,905  $1,409,467   $2,065,033 $2,978,235  $2,570,959  $3,573,337
    Acquired Portfolios....  $30,432       $30,235     $27,351      $22,943    $19,179     $20,659     $16,276
Net Losses from Asset
    Liquidation(4):
    Total Dollars (3)......
      Oakwood Originated...   $4,630        $7,303     $14,248     $26,872     $45,189      $7,865     $14,266
      Acquired Portfolios       $203          $473        $592        $528        $220         $35         $34
    As a Percentage of
    Average Outstanding
    Principal Balance of
    Assets (3) (5)
      Oakwood Originated...     0.66%        0.75%        1.01%       1.30%       1.52%      1.22%(6)   1.60%(6)
      Acquired Portfolios..     0.67%        1.56%        2.16%       2.30%       1.15%      0.68%(6)   0.84%(6)
</TABLE>

(1)As of period end.
(2)Total number of serviced assets repossessed during the applicable period
   expressed as a percentage of the total number of serviced assets at the end
   of the applicable period.
(3)Includes assets originated by Oakwood Acceptance Corporation and serviced by
   Oakwood Acceptance Corporation and others.
(4)Net losses represent all losses incurred on Oakwood Acceptance
   Corporation-serviced portfolios. Such amounts include estimates of net losses
   with respect to certain defaulted assets. Charges to the losses reserves in
   respect of a defaulted asset generally are made before the defaulted asset
   becomes a liquidated asset. The length of the accrual period for the amount
   of accrued and unpaid interest include in the calculation of the net loss
   varies depending upon the period in which the loss was charged and whether
   the asset was owned by an entity other than Oakwood Acceptance Corporation.
(5)Total net losses incurred on assets liquidated during the applicable period
   expressed as a percentage of the average outstanding principal balance of all
   assets at the end of the applicable period.
(6)Annualized.


        The data presented in the foregoing tables are for illustrative purposes
only and there is no assurance that the delinquency, loan loss or repossession
experience of the Assets will be similar to that set forth above. The
delinquency, loan loss and repossession experience of manufactured housing
contracts historically has been sharply affected by a downturn in regional or
local economic conditions. These regional or local economic conditions are often
volatile, and no predictions can be made regarding future economic conditions in
any particular area. These downturns have tended to increase the severity of
loss on repossession because of the increased supply of used manufactured homes,
which in turn may affect the supply in other regions.

                                       9
<PAGE>


        Whenever reference is made herein to a percentage of the Assets (or to a
percentage of the Scheduled Principal Balance of the Assets), the percentage is
calculated based on the Scheduled Principal Balances ("SPB") of the Assets as of
the Cut-off Date. In addition, numbers in any columns in the tables below may
not sum exactly to the total number at the bottom of the column due to rounding.


               GEOGRAPHICAL DISTRIBUTION OF MANUFACTURED HOMES(1)

                                           AGGREGATE
                           NUMBER OF       SCHEDULED         PERCENTAGE OF
GEOGRAPHIC LOCATION          ASSETS    PRINCIPAL BALANCE   ASSET POOL BY SPB

Alabama...............         201     $   7,762,861              3.04%
Alaska................           1            69,634              0.03
Arizona...............         218        14,726,820              5.76
Arkansas..............          85         3,298,153              1.29
California............          36         2,722,896              1.07
Colorado..............          37         2,059,599              0.81
Delaware..............          43         1,545,953              0.60
Florida...............         153         7,639,545              2.99
Georgia...............         275        12,165,972              4.76
Idaho.................          70         4,845,515              1.90
Illinois..............           9           375,622              0.15
Indiana...............           4            91,690              0.04
Kansas................          59         2,414,419              0.94
Kentucky..............         114         4,149,102              1.62
Louisiana.............         278        11,528,355              4.51
Maryland..............          12           475,726              0.19
Massachusetts.........           1            24,702              0.01
Michigan..............          15           778,959              0.30
Minnesota.............           1            30,571              0.01
Mississippi...........         236         9,321,312              3.65
Missouri..............         102         4,028,652              1.58
Nevada................          16           858,160              0.34
New Jersey............           1            28,613              0.01
New Mexico............         147         6,668,294              2.61
New York..............           2            48,829              0.02
North Carolina........       1,216        46,992,819             18.38
Ohio..................          68         2,774,389              1.09
Oklahoma..............          99         3,751,324              1.47
Oregon................         110        10,573,860              4.14
Pennsylvania..........           5           208,693              0.08
Puerto Rico...........           1            79,917              0.03
South Carolina........         424        16,145,437              6.32
Tennessee.............         262        10,027,758              3.92
Texas.................       1,098        44,192,191             17.29
Utah..................          29         1,913,587              0.75
Virginia..............         260        10,180,746              3.98
Washington............          97         8,942,501              3.50
Washington DC.........           1            26,433              0.01
West Virginia.........          72         2,103,868              0.82
Wisconsin.............           2            47,674              0.02
                           --------      -----------              ----

  Total...............       5,860     $255,621,151             100.00%
                             =====     ============             ======

(1)Based on the mailing address of the Obligor on the related Asset as of the
   Cut-off Date.


                                       10
<PAGE>

                        YEAR OF ORIGINATION OF ASSETS (1)

                                         AGGREGATE
                          NUMBER OF      SCHEDULED          PERCENTAGE OF
YEAR OF ORIGINATION         ASSETS    PRINCIPAL BALANCE   ASSET POOL BY SPB

    1987...............          1   $      7,310               0.00%
    1993...............          2         31,195               0.01
    1994...............          2         26,585               0.01
    1995...............          3         46,015               0.02
    1996...............         18        578,871               0.23
    1997...............         27      1,036,776               0.41
    1998...............      1,544     75,374,779              29.49
    1999...............      4,263    178,519,621              69.84
                             -----   -------------           -------

         Total.........      5,860   $255,621,151             100.00%
                             =====   ============             ======
        .......
(1)The weighted average seasoning of the Assets was approximately 2 months as
   of the Cut-off Date.



                    DISTRIBUTION OF ORIGINAL ASSET AMOUNTS(1)

                                           AGGREGATE
                            NUMBER OF      SCHEDULED         PERCENTAGE OF
ORIGINAL ASSET AMOUNT        ASSETS     PRINCIPAL BALANCE  ASSET POOL BY SPB

$   4,999 or less.........       27    $    102,570                0.04%
$   5,000 - $    9,999....      136       1,038,806                0.41
$  10,000 - $  14,999.....      220       2,745,472                1.07
$  15,000 - $  19,999.....      263       4,576,525                1.79
$  20,000 - $  24,999.....      408       9,259,624                3.62
$  25,000 - $  29,999.....      890      24,352,803                9.53
$  30,000 - $  34,999.....      895      29,117,238               11.39
$  35,000 - $  39,999.....      626      23,144,476                9.05
$  40,000 - $  44,999.....      323      13,621,519                5.33
$  45,000 - $  49,999.....      274      12,911,618                5.05
$  50,000 - $  54,999.....      250      13,050,591                5.11
$  55,000 - $  59,999.....      210      12,044,484                4.71
$  60,000 - $  64,999.....      270      16,878,603                6.60
$  65,000 - $ 69,999......      252      16,927,776                6.62
$  70,000 - $  74,999.....      147      10,625,681                4.16
$  75,000 - $  79,999.....      129       9,975,481                3.90
$  80,000 - $  84,999.....       97       7,966,532                3.12
$  85,000 - $  89,999.....       83       7,256,973                2.84
$  90,000 - $  94,999.....       63       5,819,242                2.28
$  95,000 - $  99,999.....       65       6,324,412                2.47
$100,000 or more..........      232      27,880,726               10.91
                             ------    --------------         ---------

     Total................    5,860    $255,621,151             100.00%
                              =====    ============             ======

(1)The highest original Asset amount was $194,682, which represents
   approximately 0.08% of the aggregate principal balance of the Assets at
   origination. The average original principal amount of the Assets was
   approximately $43,760 as of the Cut-off Date.


                                       11
<PAGE>

                                        ASSET RATES (1)

                                           AGGREGATE
                           NUMBER OF       SCHEDULED         PERCENTAGE OF
ASSET RATE                   ASSETS        PRINCIPAL       ASSET POOL BY SPB
                                            BALANCE

6.000% - 6.999%.......          84     $   5,493,997            2.15%
7.000% - 7.999%.......         421        34,984,016            13.69
8.000% - 8.999%.......         675        44,900,108            17.57
9.000% -   9.999%.....         640        37,713,930            14.75
10.000% - 10.999%.....         523        23,766,488             9.30
11.000% - 11.999%.....       1,584        47,350,602            18.52
12.000% - 12.999%.....       1,627        51,747,322            20.24
13.000% - 13.999%.....         306         9,664,687             3.78
                              ----        ----------            ------

     Total............       5,860      $255,621,151           100.00%
                             =====      ============           ======

(1)The weighted average Asset Rate was approximately 10.34% as of the Cut-off
   Date. This table reflects Asset Rates of the Step-up Rate Loans as of the
   Cut-off Date and does not reflect any subsequent increases in the Rates of
   the Step-up Rate Loans.



                    REMAINING TERMS TO MATURITY OF ASSETS (IN MONTHS) (1)

                                           AGGREGATE
REMAINING TERM             NUMBER OF       SCHEDULED         PERCENTAGE OF
TO MATURITY                  ASSETS        PRINCIPAL       ASSET POOL BY SPB
                                            BALANCE

  1 -   60 months...           214     $   1,897,012             0.74%
 61 -   96 months....          142         1,913,331             0.75
 97 - 120 months.....          245         4,967,990             1.94
121 - 156 months......         394         9,050,969             3.54
157 - 180 months......         940        28,923,766            11.32
181 - 216 months......         121         3,946,218             1.54
217 - 240 months......       1,611        59,329,005            23.21
241 - 300 months......         905        43,338,923            16.95
301 - 360 months......       1,288       102,253,937            40.00
                             -----     -------------          -------

  Total...............       5,860      $255,621,151           100.00%
                             =====      ============           ======

(1)The weighted average remaining term to maturity of the Assets was
   approximately 281 months as of the Cut-off Date.



              ORIGINAL TERMS TO MATURITY OF ASSETS (IN MONTHS) (1)

                                           AGGREGATE
ORIGINAL TERM              NUMBER OF       SCHEDULED         PERCENTAGE OF
TO MATURITY                  ASSETS        PRINCIPAL       ASSET POOL BY SPB
                                            BALANCE

  1 -   60 months...           212     $   1,879,500             0.74%
 61 -   96 months....          139         1,842,121             0.72
 97 - 120 months.....          244         4,973,332             1.95
121 - 156 months......         390         8,928,566             3.49
157 - 180 months......         950        29,129,547            11.40
181 - 216 months......         118         3,853,396             1.51
217 - 240 months......       1,614        59,421,827            23.25
241 - 300 months......         905        43,338,923            16.95
301 - 360 months......       1,288       102,253,937            40.00
                             -----     -------------          -------

  Total...............       5,860      $255,621,151           100.00%
                             =====      ============           ======

(1)The weighted average original term to maturity of the Assets was
   approximately 282 months as of the Cut-off Date.


                                       12
<PAGE>

                   DISTRIBUTION OF ORIGINAL LOAN-TO-VALUE RATIOS OF ASSETS(1)

                                           AGGREGATE
                             NUMBER        SCHEDULED        PERCENTAGE OF
LOAN-TO VALUE RATIO(2)       OF ASSETS     PRINCIPAL      ASSET POOL BY SPB
                                            BALANCE

50%  or  less...........          38   $   1,092,006             0.43%
51% - 55%...............          24         861,584             0.34
56% - 60%...............          19         886,969             0.35
61% - 65%...............          23         959,687             0.38
66% - 70%...............          55       2,435,469             0.95
71% - 75%...............          95       3,356,398             1.31
76% - 80%...............         216       8,750,076             3.42
81% - 85%...............         452      16,478,229             6.45
86% - 90%...............       1,084      38,997,536            15.26
91% - 95%...............       1,973      83,783,968            32.78
96% - 100%..............       1,881      98,019,228            38.35
                               -----   --------------        --------

     Total..............       5,860    $255,621,151           100.00%
                               =====    ============           ======

(1)The weighted average original Loan-to-Value Ratio of the Assets was
   approximately 92.43% as of the Cut-off Date.
(2) Rounded to nearest 1%.

        "Loan-to-Value Ratio" means, (a) with respect to each Contract, (i) as
to each Contract with respect to which a lien on land is required for
underwriting purposes, the ratio, expressed as a percentage, of the principal
amount of such Contract to the sum of the purchase price of the home (including
taxes, insurance and any land improvements), the tax value or appraised value of
the land and the amount of any prepaid finance charges or closing costs that are
financed; and (ii) as to each other Contract, the ratio, expressed as a
percentage, of the principal amount of such Contract to the purchase price of
the home (including taxes, insurance and any land improvements) and the amount
of any prepaid finance charges or closing costs that are financed; and (b) with
respect to each Mortgage Loan, the ratio, expressed as a percentage, of the
principal amount of such Mortgage Loan at the time of determination, to either
(i) the sum of the appraised value of the land and improvements, and the amount
of any prepaid finance charges or closing costs that are financed or (ii) the
sum of the purchase price of the home (including taxes, insurance and any land
improvements), the appraised value of the land and the amount of any prepaid
finance charges or closing costs that are financed:

                                       13
<PAGE>


             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS


 BOND PROFILE SUMMARY
<TABLE>
<CAPTION>

 ----------------------------------------------------------------------------------
    Class               Original    Coupon  Avg.    CBE            1st  Last   Mod.
    Name & Type             Par       %     Life   Yield   Price   Pay   Pay   Dur.
 ----------------------------------------------------------------------------------
 TO CALL:
<S>    <C>              <C>           <C>   <C>     <C>    <C>      <C>   <C>   <C>
    A1  SENIOR FLOAT  61,200,000  FLOAT(1)  1.10    N/A   100-00   6/99  7/01  1.04
    A2  SENIOR        49,100,000    6.0800  3.10   6.083   99-31   7/01  6/03  2.74
    A3  SENIOR        28,900,000    6.3000  5.10   6.329  99-31+   6/03 10/05  4.23
    A4  SENIOR        57,628,000    6.8500  9.06   6.910  99-31+  10/05  5/09  6.53
    M1  AA MEZZ       15,337,000    7.0100  8.14   7.070  99-31+  12/03  5/09  5.95
    M2  A SUB         12,781,000    7.4000  8.14   7.471   99-31  12/03  5/09  5.85
    B1  BBB SUB       12,781,000    8.0400  6.11   8.641   97-18  12/03  4/07  4.60
    B2  BBB- SUB      17,894,150    9.1000 10.00   9.221  99-31+   5/09  5/09  6.32
 -------------------------------
 TO MATURITY:
    A4  SENIOR        57,628,000    6.8500 11.07   6.914  99-31+  10/05  6/19  7.34
    M1  AA MEZZ       15,337,000    7.0100  9.64   7.074  99-31+  12/03  6/19  6.54
    M2  A SUB         12,781,000    7.4000  9.64   7.475   99-31  12/03  6/19  6.41
    B2  BBB- SUB      17,894,150    9.1000 12.26   9.227  99-31+   5/09  6/14  7.08
 ----------------------------------------------------------------------------------

</TABLE>

 Note:

 (1) Data assumes a prepayment speed of 200% MHP.

 (2) Coupon and price are assumes for computational materials.

 (3) A1 coupon based on 1 month LIBOR.





The above analysis is not intended to be a prospectus and any investment
decision with respect to the security should be made by you based solely upon
all of the information contained in the final prospectus. Under no circumstances
shall the information presented constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such jurisdiction.
The securities may not be sold nor may an offer to buy be accepted prior to the
delivery of a final prospectus relating to the securities. The above preliminary
description of the underlying assets has been provided by the issuer and has not
been independently verified by Credit Suisse First Boston. All information
described above is preliminary, limited in nature and subject to completion or
amendment. Credit Suisse First Boston makes no representations that the above
referenced security will actually perform as described in any scenario
presented.

[CREDIT SUISSE/FIRST BOSTON LOGO]

<PAGE>



             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS





 BOND PROFILE SUMMARY

 -----------------------------------------------------------------------------
 Percent of MHP:           0       100       150       200       250       300
 -----------------------------------------------------------------------------


 A1 SENIOR FLOAT
 Price: 100-00      Coupon: FLOATER                Original Par:    61,200,000
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            N/A       N/A       N/A       N/A       N/A       N/A
 Average Life:          5.68      1.85      1.38      1.10      0.91      0.78
 Duration:              4.68      1.70      1.29      1.04      0.87      0.74
 First Prin Pay:        6/99      6/99      6/99      6/99      6/99      6/99
 Last Prin Pay:         5/09      1/03      1/02      7/01      3/01     12/00
 -----------------------------------------------------------------------------


 A2 SENIOR
 Price: 99-31       Coupon: 6.0800                 Original Par:    49,100,000
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            6.13      6.11      6.10      6.08      6.07      6.06
 Average Life:         10.00      5.23      3.90      3.10      2.57      2.20
 Duration:              7.30      4.34      3.37      2.74      2.31      2.00
 First Prin Pay:        5/09      1/03      1/02      7/01      3/01     12/00
 Last Prin Pay:         5/09      4/06      7/04      6/03     10/02      4/02
 ---------------------------
 TO MATURITY:
 Bond Yield:            6.13      6.11      6.10      6.08      6.07      6.06
 Average Life:         12.37      5.23      3.90      3.10      2.57      2.20
 Duration:              8.45      4.34      3.37      2.74      2.31      2.00
 First Prin Pay:        5/09      1/03      1/02      7/01      3/01     12/00
 Last Prin Pay:        12/13      4/06      7/04      6/03     10/02      4/02
 -----------------------------------------------------------------------------


 A3 SENIOR
 Price: 99-31+      Coupon: 6.3000                 Original Par:    28,900,000
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            6.35      6.35      6.34      6.33      6.32      6.31
 Average Life:         10.00      8.72      6.67      5.10      3.98      3.39
 Duration:              7.22      6.51      5.28      4.23      3.42      2.97
 First Prin Pay:        5/09      4/06      7/04      6/03     10/02      4/02
 Last Prin Pay:         5/09      5/09      9/07     10/05      1/04      4/03
 ---------------------------
 TO MATURITY:
 Bond Yield:            6.36      6.35      6.34      6.33      6.32      6.31
 Average Life:         16.69      8.81      6.67      5.10      3.98      3.39

The above analysis is not intended to be a prospectus and any investment
decision with respect to the security should be made by you based solely upon
all of the information contained in the final prospectus. Under no circumstances
shall the information presented constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such jurisdiction.
The securities may not be sold nor may an offer to buy be accepted prior to the
delivery of a final prospectus relating to the securities. The above preliminary
description of the underlying assets has been provided by the issuer and has not
been independently verified by Credit Suisse First Boston. All information
described above is preliminary, limited in nature and subject to completion or
amendment. Credit Suisse First Boston makes no representations that the above
referenced security will actually perform as described in any scenario
presented.

[CREDIT SUISSE/FIRST BOSTON LOGO]
<PAGE>
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS



 Duration:             10.04      6.55      5.28      4.23      3.42      2.97
 First Prin Pay:       12/13      4/06      7/04      6/03     10/02      4/02
 Last Prin Pay:        11/17      4/10      9/07     10/05      1/04      4/03
 -----------------------------------------------------------------------------





The above analysis is not intended to be a prospectus and any investment
decision with respect to the security should be made by you based solely upon
all of the information contained in the final prospectus. Under no circumstances
shall the information presented constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such jurisdiction.
The securities may not be sold nor may an offer to buy be accepted prior to the
delivery of a final prospectus relating to the securities. The above preliminary
description of the underlying assets has been provided by the issuer and has not
been independently verified by Credit Suisse First Boston. All information
described above is preliminary, limited in nature and subject to completion or
amendment. Credit Suisse First Boston makes no representations that the above
referenced security will actually perform as described in any scenario
presented.

[CREDIT SUISSE/FIRST BOSTON LOGO]
<PAGE>

             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS


 BOND PROFILE SUMMARY
 -----------------------------------------------------------------------------
 Percent of MHP:           0       100       150       200       250       300
 -----------------------------------------------------------------------------


 A4 SENIOR
 Price: 99-31+      Coupon: 6.8500                 Original Par:    57,628,000
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            6.91      6.91      6.91      6.91      6.91      6.90
 Average Life:         10.00     10.00      9.83      9.06      7.86      6.58
 Duration:              7.03      7.03      6.94      6.53      5.83      5.05
 First Prin Pay:        5/09      5/09      9/07     10/05      1/04      4/03
 Last Prin Pay:         5/09      5/09      5/09      5/09      5/09      5/09
 --------------------------
 TO MATURITY:
 Bond Yield:            6.93      6.92      6.92      6.91      6.91      6.90
 Average Life:         22.74     16.17     13.55     11.07      8.83      6.95
 Duration:             11.15      9.37      8.41      7.34      6.23      5.20
 First Prin Pay:       11/17      4/10      9/07     10/05      1/04      4/03
 Last Prin Pay:        12/26      3/23      4/21      6/19      6/18     11/17
 -----------------------------------------------------------------------------



 M1 AA MEZZ
 Price: 99-31+      Coupon: 7.0100                 Original Par:    15,337,000
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            7.08      7.08      7.07      7.07      7.07      7.07
 Average Life:         10.00      9.57      8.79      8.14      7.79      7.43
 Duration:              6.98      6.75      6.32      5.95      5.75      5.55
 First Prin Pay:        5/09      4/06      8/04     12/03     12/03     12/03
 Last Prin Pay:         5/09      5/09      5/09      5/09      5/09      5/09
 ---------------------------
 TO MATURITY:
 Bond Yield:            7.09      7.08      7.08      7.07      7.07      7.07
 Average Life:         20.67     13.70     11.28      9.64      8.74      7.94
 Duration:             10.50      8.28      7.28      6.54      6.14      5.76
 First Prin Pay:       11/13      4/06      8/04     12/03     12/03     12/03
 Last Prin Pay:        12/26      3/23      4/21      6/19      6/18     11/17
 -----------------------------------------------------------------------------



The above analysis is not intended to be a prospectus and any investment
decision with respect to the security should be made by you based solely upon
all of the information contained in the final prospectus. Under no circumstances
shall the information presented constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such jurisdiction.
The securities may not be sold nor may an offer to buy be accepted prior to the
delivery of a final prospectus relating to the securities. The above preliminary
description of the underlying assets has been provided by the issuer and has not
been independently verified by Credit Suisse First Boston. All information
described above is preliminary, limited in nature and subject to completion or
amendment. Credit Suisse First Boston makes no representations that the above
referenced security will actually perform as described in any scenario
presented.

[CREDIT SUISSE/FIRST BOSTON LOGO]
<PAGE>

             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS


 BOND PROFILE SUMMARY
 -----------------------------------------------------------------------------
 Percent of MHP:           0       100       150       200       250       300
 -----------------------------------------------------------------------------


 M2 A SUB
 Price: 99-31       Coupon: 7.4000                 Original Par:    12,781,000
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            7.48      7.48      7.47      7.47      7.47      7.47
 Average Life:         10.00      9.57      8.79      8.14      7.79      7.43
 Duration:              6.85      6.63      6.21      5.85      5.66      5.47
 First Prin Pay:        5/09      4/06      8/04     12/03     12/03     12/03
 Last Prin Pay:         5/09      5/09      5/09      5/09      5/09      5/09
 ---------------------------
 TO MATURITY:
 Bond Yield:            7.49      7.48      7.48      7.48      7.47      7.47
 Average Life:         20.67     13.70     11.28      9.64      8.74      7.94
 Duration:             10.16      8.08      7.12      6.41      6.03      5.67
 First Prin Pay:       11/13      4/06      8/04     12/03     12/03     12/03
 Last Prin Pay:        12/26      3/23      4/21      6/19      6/18     11/17
 -----------------------------------------------------------------------------


 B1 BBB SUB
 Price: 97-18       Coupon: 8.0400                 Original Par:    12,781,000
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            8.50      8.53      8.59      8.64      8.66      8.67
 Average Life:         10.00      8.96      7.15      6.11      5.83      5.63
 Duration:              6.59      6.10      5.18      4.60      4.45      4.33
 First Prin Pay:        5/09      4/06      8/04     12/03     12/03     12/03
 Last Prin Pay:         5/09      5/09     10/08      4/07      9/06      4/06
 ---------------------------
 TO MATURITY:
 Bond Yield:            8.40      8.49      8.59      8.64      8.66      8.67
 Average Life:         20.67     11.01      7.15      6.11      5.83      5.63
 Duration:              9.52      6.73      5.18      4.60      4.45      4.33
 First Prin Pay:       11/13      4/06      8/04     12/03     12/03     12/03
 Last Prin Pay:        12/26      3/23     10/08      4/07      9/06      4/06
 -----------------------------------------------------------------------------



The above analysis is not intended to be a prospectus and any investment
decision with respect to the security should be made by you based solely upon
all of the information contained in the final prospectus. Under no circumstances
shall the information presented constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such jurisdiction.
The securities may not be sold nor may an offer to buy be accepted prior to the
delivery of a final prospectus relating to the securities. The above preliminary
description of the underlying assets has been provided by the issuer and has not
been independently verified by Credit Suisse First Boston. All information
described above is preliminary, limited in nature and subject to completion or
amendment. Credit Suisse First Boston makes no representations that the above
referenced security will actually perform as described in any scenario
presented.

[CREDIT SUISSE/FIRST BOSTON LOGO]
<PAGE>
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS


 BOND PROFILE SUMMARY
 -----------------------------------------------------------------------------
 Percent of MHP:           0       100       150       200       250       300
 -----------------------------------------------------------------------------

 B2 BBB- SUB
 Price: 99-31+      Coupon: 9.1000                 Original Par:    17,894,150
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            9.22      9.22      9.22      9.22      9.22      9.22
 Average Life:         10.00     10.00     10.00     10.00     10.00     10.00
 Duration:              6.32      6.32      6.32      6.32      6.32      6.32
 First Prin Pay:        5/09      5/09      5/09      5/09      5/09      5/09
 Last Prin Pay:         5/09      5/09      5/09      5/09      5/09      5/09
 ---------------------------
 TO MATURITY:
 Bond Yield:            9.22      9.23      9.23      9.23      9.23      9.23
 Average Life:         11.26     11.76     12.02     12.26     12.46     12.59
 Duration:              6.77      6.93      7.01      7.08      7.13      7.17
 First Prin Pay:        5/09      5/09      5/09      5/09      5/09      5/09
 Last Prin Pay:        11/11     12/12      9/13      6/14      5/15      4/16
 -----------------------------------------------------------------------------



The above analysis is not intended to be a prospectus and any investment
decision with respect to the security should be made by you based solely upon
all of the information contained in the final prospectus. Under no circumstances
shall the information presented constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such jurisdiction.
The securities may not be sold nor may an offer to buy be accepted prior to the
delivery of a final prospectus relating to the securities. The above preliminary
description of the underlying assets has been provided by the issuer and has not
been independently verified by Credit Suisse First Boston. All information
described above is preliminary, limited in nature and subject to completion or
amendment. Credit Suisse First Boston makes no representations that the above
referenced security will actually perform as described in any scenario
presented.

[CREDIT SUISSE/FIRST BOSTON LOGO]
<PAGE>
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS


Percent of Principal Outstanding of Class A-1

- --------------------------------------------------------------------------------
Percent of MHP                  0       100      150      200      250      300

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

Initial Percent               100       100      100      100      100      100
May 15, 2000                   93        73       63       53       43       33
May 15, 2001                   86        45       25        5        0        0
May 15, 2002                   79        17        0        0        0        0
May 15, 2003                   70         0        0        0        0        0
May 15, 2004                   60         0        0        0        0        0
May 15, 2005                   50         0        0        0        0        0
May 15, 2006                   38         0        0        0        0        0
May 15, 2007                   25         0        0        0        0        0
May 15, 2008                   13         0        0        0        0        0
May 15, 2009                    0         0        0        0        0        0
May 15, 2010                    0         0        0        0        0        0
May 15, 2011                    0         0        0        0        0        0
May 15, 2012                    0         0        0        0        0        0
May 15, 2013                    0         0        0        0        0        0
May 15, 2014                    0         0        0        0        0        0
May 15, 2015                    0         0        0        0        0        0
May 15, 2016                    0         0        0        0        0        0
May 15, 2017                    0         0        0        0        0        0
May 15, 2018                    0         0        0        0        0        0
May 15, 2019                    0         0        0        0        0        0
May 15, 2020                    0         0        0        0        0        0
May 15, 2021                    0         0        0        0        0        0
May 15, 2022                    0         0        0        0        0        0
May 15, 2023                    0         0        0        0        0        0
May 15, 2024                    0         0        0        0        0        0
May 15, 2025                    0         0        0        0        0        0
May 15, 2026                    0         0        0        0        0        0
May 15, 2027                    0         0        0        0        0        0
May 15, 2028                    0         0        0        0        0        0

Avg Life in Years:           5.68      1.85     1.38     1.10     0.91     0.78

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


The above analysis is not intended to be a prospectus and any investment
decision with respect to the security should be made by you based solely upon
all of the information contained in the final prospectus. Under no circumstances
shall the information presented constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such jurisdiction.
The securities may not be sold nor may an offer to buy be accepted prior to the
delivery of a final prospectus relating to the securities. The above preliminary
description of the underlying assets has been provided by the issuer and has not
been independently verified by Credit Suisse First Boston. All information
described above is preliminary, limited in nature and subject to completion or
amendment. Credit Suisse First Boston makes no representations that the above
referenced security will actually perform as described in any scenario
presented.

[CREDIT SUISSE/FIRST BOSTON LOGO]
<PAGE>


             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS



Percent of Principal Outstanding of Class A-2

- --------------------------------------------------------------------------------
Percent of MHP                  0       100      150      200      250      300

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

Initial Percent               100       100      100      100      100      100
May 15, 2000                  100       100      100      100      100      100
May 15, 2001                  100       100      100      100       83       61
May 15, 2002                  100       100       85       52       20        0
May 15, 2003                  100        87       43        3        0        0
May 15, 2004                  100        55        5        0        0        0
May 15, 2005                  100        25        0        0        0        0
May 15, 2006                  100         0        0        0        0        0
May 15, 2007                  100         0        0        0        0        0
May 15, 2008                  100         0        0        0        0        0
May 15, 2009                   99         0        0        0        0        0
May 15, 2010                   80         0        0        0        0        0
May 15, 2011                   59         0        0        0        0        0
May 15, 2012                   36         0        0        0        0        0
May 15, 2013                   10         0        0        0        0        0
May 15, 2014                    0         0        0        0        0        0
May 15, 2015                    0         0        0        0        0        0
May 15, 2016                    0         0        0        0        0        0
May 15, 2017                    0         0        0        0        0        0
May 15, 2018                    0         0        0        0        0        0
May 15, 2019                    0         0        0        0        0        0
May 15, 2020                    0         0        0        0        0        0
May 15, 2021                    0         0        0        0        0        0
May 15, 2022                    0         0        0        0        0        0
May 15, 2023                    0         0        0        0        0        0
May 15, 2024                    0         0        0        0        0        0
May 15, 2025                    0         0        0        0        0        0
May 15, 2026                    0         0        0        0        0        0
May 15, 2027                    0         0        0        0        0        0
May 15, 2028                    0         0        0        0        0        0

Avg Life in Years:          12.37      5.23     3.90     3.10     2.57     2.20

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

The above analysis is not intended to be a prospectus and any investment
decision with respect to the security should be made by you based solely upon
all of the information contained in the final prospectus. Under no circumstances
shall the information presented constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such jurisdiction.
The securities may not be sold nor may an offer to buy be accepted prior to the
delivery of a final prospectus relating to the securities. The above preliminary
description of the underlying assets has been provided by the issuer and has not
been independently verified by Credit Suisse First Boston. All information
described above is preliminary, limited in nature and subject to completion or
amendment. Credit Suisse First Boston makes no representations that the above
referenced security will actually perform as described in any scenario
presented.

[CREDIT SUISSE/FIRST BOSTON LOGO]
<PAGE>
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS


Percent of Principal Outstanding of Class A-3

- --------------------------------------------------------------------------------
Percent of MHP                  0       100      150      200      250      300

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

Initial Percent               100       100      100      100      100      100
May 15, 2000                  100       100      100      100      100      100
May 15, 2001                  100       100      100      100      100      100
May 15, 2002                  100       100      100      100      100       85
May 15, 2003                  100       100      100      100       44        0
May 15, 2004                  100       100      100       49        0        0
May 15, 2005                  100       100       69       13        0        0
May 15, 2006                  100        96       37        0        0        0
May 15, 2007                  100        68        8        0        0        0
May 15, 2008                  100        43        0        0        0        0
May 15, 2009                  100        19        0        0        0        0
May 15, 2010                  100         0        0        0        0        0
May 15, 2011                  100         0        0        0        0        0
May 15, 2012                  100         0        0        0        0        0
May 15, 2013                  100         0        0        0        0        0
May 15, 2014                   90         0        0        0        0        0
May 15, 2015                   68         0        0        0        0        0
May 15, 2016                   42         0        0        0        0        0
May 15, 2017                   14         0        0        0        0        0
May 15, 2018                    0         0        0        0        0        0
May 15, 2019                    0         0        0        0        0        0
May 15, 2020                    0         0        0        0        0        0
May 15, 2021                    0         0        0        0        0        0
May 15, 2022                    0         0        0        0        0        0
May 15, 2023                    0         0        0        0        0        0
May 15, 2024                    0         0        0        0        0        0
May 15, 2025                    0         0        0        0        0        0
May 15, 2026                    0         0        0        0        0        0
May 15, 2027                    0         0        0        0        0        0
May 15, 2028                    0         0        0        0        0        0

Avg Life in Years:          16.69      8.81     6.67     5.10     3.98     3.39

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

The above analysis is not intended to be a prospectus and any investment
decision with respect to the security should be made by you based solely upon
all of the information contained in the final prospectus. Under no circumstances
shall the information presented constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such jurisdiction.
The securities may not be sold nor may an offer to buy be accepted prior to the
delivery of a final prospectus relating to the securities. The above preliminary
description of the underlying assets has been provided by the issuer and has not
been independently verified by Credit Suisse First Boston. All information
described above is preliminary, limited in nature and subject to completion or
amendment. Credit Suisse First Boston makes no representations that the above
referenced security will actually perform as described in any scenario
presented.

[CREDIT SUISSE/FIRST BOSTON LOGO]
<PAGE>

             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS




Percent of Principal Outstanding of Class A-4

- --------------------------------------------------------------------------------
Percent of MHP                  0       100      150      200      250      300

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

Initial Percent               100       100      100      100      100      100
May 15, 2000                  100       100      100      100      100      100
May 15, 2001                  100       100      100      100      100      100
May 15, 2002                  100       100      100      100      100      100
May 15, 2003                  100       100      100      100      100       94
May 15, 2004                  100       100      100      100       93       66
May 15, 2005                  100       100      100      100       77       52
May 15, 2006                  100       100      100       91       63       41
May 15, 2007                  100       100      100       76       49       28
May 15, 2008                  100       100       91       61       36       19
May 15, 2009                  100       100       78       49       26       11
May 15, 2010                  100        98       68       41       21        9
May 15, 2011                  100        87       58       34       17        7
May 15, 2012                  100        77       49       28       13        5
May 15, 2013                  100        65       41       23       11        4
May 15, 2014                  100        56       34       19        8        3
May 15, 2015                  100        47       27       14        7        2
May 15, 2016                  100        39       21       10        4        2
May 15, 2017                  100        31       15        6        2        0
May 15, 2018                   91        23       10        3        0        0
May 15, 2019                   78        17        5        0        0        0
May 15, 2020                   69        12        2        0        0        0
May 15, 2021                   58         8        0        0        0        0
May 15, 2022                   47         3        0        0        0        0
May 15, 2023                   34         0        0        0        0        0
May 15, 2024                   23         0        0        0        0        0
May 15, 2025                   14         0        0        0        0        0
May 15, 2026                    5         0        0        0        0        0
May 15, 2027                    0         0        0        0        0        0
May 15, 2028                    0         0        0        0        0        0

Avg Life in Years:          22.74     16.17    13.55    11.07     8.83     6.95

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

The above analysis is not intended to be a prospectus and any investment
decision with respect to the security should be made by you based solely upon
all of the information contained in the final prospectus. Under no circumstances
shall the information presented constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such jurisdiction.
The securities may not be sold nor may an offer to buy be accepted prior to the
delivery of a final prospectus relating to the securities. The above preliminary
description of the underlying assets has been provided by the issuer and has not
been independently verified by Credit Suisse First Boston. All information
described above is preliminary, limited in nature and subject to completion or
amendment. Credit Suisse First Boston makes no representations that the above
referenced security will actually perform as described in any scenario
presented.

[CREDIT SUISSE/FIRST BOSTON LOGO]
<PAGE>

             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS



Percent of Principal Outstanding of Class M-1

- --------------------------------------------------------------------------------
Percent of MHP                  0       100      150      200      250      300

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

Initial Percent               100       100      100      100      100      100
May 15, 2000                  100       100      100      100      100      100
May 15, 2001                  100       100      100      100      100      100
May 15, 2002                  100       100      100      100      100      100
May 15, 2003                  100       100      100      100      100      100
May 15, 2004                  100       100      100       93       91       89
May 15, 2005                  100       100       90       79       75       71
May 15, 2006                  100        98       79       67       62       56
May 15, 2007                  100        89       70       57       48       39
May 15, 2008                  100        81       61       46       36       25
May 15, 2009                  100        73       52       36       26       15
May 15, 2010                  100        65       45       30       21       12
May 15, 2011                  100        58       39       25       17        9
May 15, 2012                  100        51       33       21       13        7
May 15, 2013                  100        43       28       17       10        5
May 15, 2014                   96        37       23       14        8        4
May 15, 2015                   88        31       18       10        6        3
May 15, 2016                   80        26       14        7        4        2
May 15, 2017                   71        20       10        4        2        1
May 15, 2018                   60        15        6        2        0        0
May 15, 2019                   51        11        4        0        0        0
May 15, 2020                   45         8        2        0        0        0
May 15, 2021                   39         5        0        0        0        0
May 15, 2022                   31         2        0        0        0        0
May 15, 2023                   23         0        0        0        0        0
May 15, 2024                   15         0        0        0        0        0
May 15, 2025                    9         0        0        0        0        0
May 15, 2026                    3         0        0        0        0        0
May 15, 2027                    0         0        0        0        0        0
May 15, 2028                    0         0        0        0        0        0

Avg Life in Years:          20.67     13.70    11.28     9.64     8.74     7.94

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

The above analysis is not intended to be a prospectus and any investment
decision with respect to the security should be made by you based solely upon
all of the information contained in the final prospectus. Under no circumstances
shall the information presented constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such jurisdiction.
The securities may not be sold nor may an offer to buy be accepted prior to the
delivery of a final prospectus relating to the securities. The above preliminary
description of the underlying assets has been provided by the issuer and has not
been independently verified by Credit Suisse First Boston. All information
described above is preliminary, limited in nature and subject to completion or
amendment. Credit Suisse First Boston makes no representations that the above
referenced security will actually perform as described in any scenario
presented.

[CREDIT SUISSE/FIRST BOSTON LOGO]
<PAGE>

             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS


Percent of Principal Outstanding of Class M-2

- --------------------------------------------------------------------------------
Percent of MHP                  0       100      150      200      250      300

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

Initial Percent               100       100      100      100      100      100
May 15, 2000                  100       100      100      100      100      100
May 15, 2001                  100       100      100      100      100      100
May 15, 2002                  100       100      100      100      100      100
May 15, 2003                  100       100      100      100      100      100
May 15, 2004                  100       100      100       93       91       89
May 15, 2005                  100       100       90       79       75       71
May 15, 2006                  100        98       79       67       62       56
May 15, 2007                  100        89       70       57       48       39
May 15, 2008                  100        81       61       46       36       25
May 15, 2009                  100        73       52       36       26       15
May 15, 2010                  100        65       45       30       21       12
May 15, 2011                  100        58       39       25       17        9
May 15, 2012                  100        51       33       21       13        7
May 15, 2013                  100        43       28       17       10        5
May 15, 2014                   96        37       23       14        8        4
May 15, 2015                   88        31       18       10        6        3
May 15, 2016                   80        26       14        7        4        2
May 15, 2017                   71        20       10        4        2        1
May 15, 2018                   60        15        6        2        0        0
May 15, 2019                   51        11        4        0        0        0
May 15, 2020                   45         8        2        0        0        0
May 15, 2021                   39         5        0        0        0        0
May 15, 2022                   31         2        0        0        0        0
May 15, 2023                   23         0        0        0        0        0
May 15, 2024                   15         0        0        0        0        0
May 15, 2025                    9         0        0        0        0        0
May 15, 2026                    3         0        0        0        0        0
May 15, 2027                    0         0        0        0        0        0
May 15, 2028                    0         0        0        0        0        0

Avg Life in Years:          20.67     13.70    11.28     9.64     8.74     7.94

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

The above analysis is not intended to be a prospectus and any investment
decision with respect to the security should be made by you based solely upon
all of the information contained in the final prospectus. Under no circumstances
shall the information presented constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such jurisdiction.
The securities may not be sold nor may an offer to buy be accepted prior to the
delivery of a final prospectus relating to the securities. The above preliminary
description of the underlying assets has been provided by the issuer and has not
been independently verified by Credit Suisse First Boston. All information
described above is preliminary, limited in nature and subject to completion or
amendment. Credit Suisse First Boston makes no representations that the above
referenced security will actually perform as described in any scenario
presented.

[CREDIT SUISSE/FIRST BOSTON LOGO]
<PAGE>

             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS



Percent of Principal Outstanding of Class B-1

- --------------------------------------------------------------------------------
Percent of MHP                  0       100      150      200      250      300

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

Initial Percent               100       100      100      100      100      100
May 15, 2000                  100       100      100      100      100      100
May 15, 2001                  100       100      100      100      100      100
May 15, 2002                  100       100      100      100      100      100
May 15, 2003                  100       100      100      100      100      100
May 15, 2004                  100       100      100       82       78       75
May 15, 2005                  100       100       77       50       40       31
May 15, 2006                  100        96       51       22        8        0
May 15, 2007                  100        74       27        0        0        0
May 15, 2008                  100        54        7        0        0        0
May 15, 2009                  100        36        0        0        0        0
May 15, 2010                  100        32        0        0        0        0
May 15, 2011                  100        29        0        0        0        0
May 15, 2012                  100        25        0        0        0        0
May 15, 2013                  100        22        0        0        0        0
May 15, 2014                   96        19        0        0        0        0
May 15, 2015                   88        16        0        0        0        0
May 15, 2016                   80        13        0        0        0        0
May 15, 2017                   71        10        0        0        0        0
May 15, 2018                   60         8        0        0        0        0
May 15, 2019                   51         5        0        0        0        0
May 15, 2020                   45         4        0        0        0        0
May 15, 2021                   39         3        0        0        0        0
May 15, 2022                   31         1        0        0        0        0
May 15, 2023                   23         0        0        0        0        0
May 15, 2024                   15         0        0        0        0        0
May 15, 2025                    9         0        0        0        0        0
May 15, 2026                    3         0        0        0        0        0
May 15, 2027                    0         0        0        0        0        0
May 15, 2028                    0         0        0        0        0        0

Avg Life in Years:          20.67     11.01     7.15     6.11     5.83     5.63

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

The above analysis is not intended to be a prospectus and any investment
decision with respect to the security should be made by you based solely upon
all of the information contained in the final prospectus. Under no circumstances
shall the information presented constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such jurisdiction.
The securities may not be sold nor may an offer to buy be accepted prior to the
delivery of a final prospectus relating to the securities. The above preliminary
description of the underlying assets has been provided by the issuer and has not
been independently verified by Credit Suisse First Boston. All information
described above is preliminary, limited in nature and subject to completion or
amendment. Credit Suisse First Boston makes no representations that the above
referenced security will actually perform as described in any scenario
presented.

[CREDIT SUISSE/FIRST BOSTON LOGO]
<PAGE>
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS





The above analysis is not intended to be a prospectus and any investment
decision with respect to the security should be made by you based solely upon
all of the information contained in the final prospectus. Under no circumstances
shall the information presented constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such jurisdiction.
The securities may not be sold nor may an offer to buy be accepted prior to the
delivery of a final prospectus relating to the securities. The above preliminary
description of the underlying assets has been provided by the issuer and has not
been independently verified by Credit Suisse First Boston. All information
described above is preliminary, limited in nature and subject to completion or
amendment. Credit Suisse First Boston makes no representations that the above
referenced security will actually perform as described in any scenario
presented.

[CREDIT SUISSE/FIRST BOSTON LOGO]


  SUBJECT TO REVISION
  SERIES TERM SHEET DATED MAY 7, 1999


                          [OAKWOOD LOGO APPEARS HERE]
                                  $255,621,150
                        Oakwood Mortgage Investors, Inc.,
                                    Depositor
                         Oakwood Acceptance Corporation,
                                    Servicer
          SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES, SERIES 1999-B

Attached is a preliminary Series Term Sheet describing the structure, collateral
pool and certain aspects of the Oakwood Mortgage Investors, Inc.
Senior/Subordinated Pass-Through Certificates, Series 1999-B. The Series Term
Sheet has been prepared by Oakwood Mortgage Investors, Inc. for informational
purposes only and is subject to modification or change. The information and
assumptions contained therein are preliminary and will be superseded by a
prospectus supplement and by any other additional information subsequently filed
with the Securities and Exchange Commission or incorporated by reference in the
Registration Statement.

Neither Credit Suisse First Boston, NationsBanc Montgomery Securities LLC nor
any of their respective affiliates makes any representation as to the accuracy
or completeness of any of the information set forth in the attached Series Term
Sheet. This cover sheet is not part of the Series Term Sheet.

A REGISTRATION STATEMENT (INCLUDING A BASE PROSPECTUS) RELATING TO THE
PASS-THROUGH CERTIFICATES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE
COMMISSION AND HAS BEEN DECLARED EFFECTIVE. THE FINAL PROSPECTUS SUPPLEMENT
RELATING TO THE SECURITIES WILL BE FILED AFTER THE SECURITIES HAVE BEEN PRICED
AND ALL OF THE TERMS AND INFORMATION ARE FINALIZED. THIS COMMUNICATION IS NOT AN
OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE
OF THE SECURITIES 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. INTERESTED PERSONS ARE REFERRED TO THE FINAL PROSPECTUS AND
PROSPECTUS SUPPLEMENT TO WHICH THE SECURITIES RELATE. ANY INVESTMENT DECISION
SHOULD BE BASED ONLY UPON THE INFORMATION IN THE FINAL PROSPECTUS AND PROSPECTUS
SUPPLEMENT AS OF THEIR PUBLICATION DATES.



THE INFORMATION CONTAINED IN THIS REVISED SERIES TERM SHEET SUPERSEDES THE
INFORMATION CONTAINED IN ALL PRIOR SERIES TERM SHEETS.



Credit Suisse First Boston
                                        NationsBanc Montgomery Securities LLC

<PAGE>

        THIS SERIES TERM SHEET WILL BE SUPERSEDED IN ITS ENTIRETY BY THE
INFORMATION APPEARING IN THE PROSPECTUS SUPPLEMENT, THE PROSPECTUS AND THE
SERIES 1999-B POOLING AND SERVICING AGREEMENT (INCLUDING THE JULY 1998 EDITION
TO THE STANDARD TERMS) TO BE DATED AS OF APRIL 1, 1999, AMONG OAKWOOD MORTGAGE
INVESTORS, INC., AS DEPOSITOR, OAKWOOD ACCEPTANCE CORPORATION, AS SERVICER, AND
CHASE MANHATTAN TRUST COMPANY, NATIONAL ASSOCIATION, AS TRUSTEE.

<TABLE>
<CAPTION>

The Offered Certificates...............
   -------------------------------------------------------------------------------------------------
                                         Moodys/    Average            Modified
              Principal                   Fitch       Life             Duration    First     Last
   Class      Amount(1)   Description   Ratings(2)  (yrs)(3)   Coupon  (yrs)(3)   Pay(3)    Pay(3)
   -------------------------------------------------------------------------------------------------
<S>          <C>           <C>             <C>         <C>      <C>       <C>      <C>      <C>
    A-1     $61,200,000   Senior SEQ    Aaa / AAA     1.10     . %(4)     1.04     6/99     7/01
    A-2     $49,100,000   Senior SEQ    Aaa / AAA     3.10     . %(5)     2.74     7/01     6/03
    A-3     $28,900,000   Senior SEQ    Aaa / AAA     5.10     . %(5)     4.23     6/03    10/05
    A-4     $57,628,000   Senior SEQ    Aaa / AAA     9.06     . %(5)     6.53    10/05     5/09
    M-1     $15,337,000   Mezzanine     Aa3 / AA      8.14     . %(5)     5.95    12/03     5/09
                                                                  (6)
    M-2     $12,781,000   Mezzanine      A2 / A       8.14     . %(5)     5.85    12/03     5/09
                                                                  (6)
    B-1     $12,781,000   Subordinate  Baa2 / BBB     6.11     . %(5)     4.60    12/03     4/07
                                                                  (6)
    B-2     $17,894,150   Guarantee    Baa3 / BBB-   10.00     . %(5)     6.32     5/09     5/09
                                                                  (6)
   -------------------------------------------------------------------------------------------------
</TABLE>

                                 (1) The aggregate initial principal balance
                                     of the Certificates may be increased or
                                     decreased by up to 5%. Any such increase or
                                     decrease may be allocated
                                     disproportionately among the Classes of
                                     Certificates. Accordingly, any investor's
                                     commitments with respect to the
                                     Certificates may be increased or decreased
                                     correspondingly.
                                 (2) It is a condition to the issuance of the
                                     Certificates that they be rated as above. A
                                     security rating is not a recommendation to
                                     buy, sell or hold securities and may be
                                     object to revision of withdrawal at any
                                     time by the assigning rating organization.
                                 (3) Assumed that the Optional Termination is
                                     exercised on the May 2009 Distribution
                                     Date. Data run at a prepayment speed of
                                     200% MHP.
                                 (4) Based on One-Month LIBOR and subject to a
                                     cap of the Weighted Average Net Asset Rate
                                     for the related Distribution Date. Computed
                                     on the basis of a 360-day year and the
                                     actual number of days in each Interest
                                     Accrual Period.
                                 (5) Computed on the basis of a 360-day year of
                                     twelve 30-day months.
                                 (6) The lesser of (i) specified rate per annum,
                                     or (ii) the Weighted Average Net Asset Rate
                                     for the related Distribution
                                     Date.

Class Designations
 CLASS A CERTIFICATES...............Class A-1, Class A-2 ,Class A-3, and Class
                                    A-4 Certificates.

 CLASS M CERTIFICATES...............Class M-1 and Class M-2 Certificates.

 CLASS B CERTIFICATES...............Class B-1 and Class B-2 Certificates.

 SUBORDINATED CERTIFICATES..........Class M, Class B, Class X and Class R
                                    Certificates.

 OFFERED CERTIFICATES...............Class A, Class M and Class B Certificates.

 OFFERED SUBORDINATED CERTIFICATES..Class M and Class B Certificates.

Other Certificates..................The Class X and Class R Certificates are
                                    not being offered hereby. They are expected
                                    to be sold initially to related entities of
                                    the Company, which may offer them in the
                                    future in one or more privately negotiated
                                    transactions.

  Denominations.....................The Offered Certificates will be
                                    Book-Entry Certificates only, in minimum
                                    denominations of $1,000 and integral
                                    multiples of $1 in excess thereof.

Cut-off Date........................April 1, 1999.

Distribution Dates..................The fifteenth day of each month, (or if such
                                    fifteenth day is not a business day, the
                                    next succeeding business day) commencing in
                                    June 1999 (each, a "Distribution Date").

Record  Date........................With respect to each Distribution Date,
                                    the close of business on the last business
                                    day of the month preceding the month in
                                    which such Distribution Date occurs (each, a
                                    "Record Date").

Interest Accrual Period.............With respect to each Distribution Date, (i)
                                    for the Class A-1 Certificates, the period
                                    commencing on the 15th day of the preceding
                                    month through

                                   1
<PAGE>

                                    the 14th day of the month in which such
                                    Distribution Date occurs (except that the
                                    first Interest Accrual Period for the Class
                                    A-1 Certificates will be the period from the
                                    Closing Date through June 14th, 1999), and
                                    (ii) for all other Classes of the Offered
                                    Certificates, the calendar month preceding
                                    the month in which the Distribution Date
                                    occurs (each, an "Interest Accrual Period").

Distributions.......................The "Available Distribution Amount" for a
                                    Distribution Date generally will include
                                    (1)(a) Monthly Payments of principal and
                                    interest due on the Assets during the
                                    related Collection Period, to the extent
                                    such payments were actually collected from
                                    the Obligors or advanced by the Servicer and
                                    (b) unscheduled payments received with
                                    respect to the Assets during the related
                                    Prepayment Period, including Principal
                                    Prepayments, proceeds of repurchases, Net
                                    Liquidation Proceeds and Net Insurance
                                    Proceeds, less (2)(a) amounts required to
                                    reimburse the Servicer for previously
                                    unreimbursed Advances in accordance with the
                                    Agreement, (b) amounts required to reimburse
                                    the Company or the Servicer for certain
                                    reimbursable expenses in accordance with the
                                    Agreement, (c) amounts required to reimburse
                                    any party for an overpayment of a Repurchase
                                    Price for an Asset in accordance with the
                                    Agreement, and (d)(i) if Oakwood is not the
                                    Servicer, Serivicing Fees for the related
                                    Collection Period; (ii) if Oakwood is the
                                    Servicier, 50% of the Servicing Fee for the
                                    related Collection Period for Distribution
                                    Dates prior to May 2009, and on and after
                                    the May 2009 Distribution Date, none of the
                                    Servicing Fees for the related Collection
                                    Period.

                                    The Class A Principal Distribution Amount
                                    will, in general, be allocated sequentially
                                    to the Class A Certificates in order of
                                    their numerical designations. The Class M
                                    Principal Distribution Amount will be
                                    allocated pro rata between the Class M-1 and
                                    the Class M-2 Certificates. The Class B
                                    Principal Distribution Amount will be
                                    allocated sequentially to the Class B-1 and
                                    the Class B-2 Certificates, except that
                                    prior to the May 2009 Distribution Date, the
                                    Class B-2 Principal Distribution Amount will
                                    be distributed pro rata among Class A, Class
                                    M and Class B-1 Certificates. Prior to the
                                    Cross-over Date or on any Distribution Date
                                    as of which the Principal Distribution Tests
                                    are not met, principal will be allocated
                                    solely to the Class A Certificates.

                                    No principal will be distributable to the
                                    Class B-2 Certificateholders until the May
                                    2009 Distribution Date (unless the
                                    outstanding Assets are less than the Class
                                    B-2 Certificate balance). The Class B-2
                                    Certificates will receive principal
                                    distributions equal to all amounts otherwise
                                    distributable in accordance with "Priority
                                    of Distributions" below after distributions
                                    on the Offered Certificates if the Class B-2
                                    Certificates are outstanding on or after the
                                    May 2009 Distribution Date.

                                    Distributions will be made on each
                                    Distribution Date to holders of record on
                                    the preceding Record Date. Distributions on
                                    a Class of Certificates will be allocated
                                    among the Certificates of such Class in
                                    proportion to their respective percentage
                                    interests.

Priority of Distributions...........On each Distribution Date the Available
                                    Distribution Amount will be distributed in
                                    the following amounts and in the following
                                    order of priority: (1) first, concurrently,
                                    to each Class of the Class A Certificates
                                    (a) first, the related Interest Distribution
                                    Amount for such Distribution Date with the
                                    Available Distribution Amount being
                                    allocated among such Classes pro rata based
                                    on their respective Interest Distribution
                                    Amounts and (b) second, the related
                                    Carryover Interest Distribution Amount, if
                                    any, for such Distribution Date, in each
                                    case with the Available Distribution

                                       2
<PAGE>

                                    Amount being allocated among the Classes of
                                    Class A Certificates pro rata based on their
                                    respective Carryover Interest Distribution
                                    Amounts; (2) second, to the Class M-1
                                    Certificates, (a) first, the related
                                    Interest Distribution Amount for such
                                    Distribution Date and (b) second, the
                                    related Carryover Interest Distribution
                                    Amount, if any, for such Distribution Date;
                                    (3) third, to the Class M-2 Certificates,
                                    (a) first, the related Interest Distribution
                                    Amount for such Distribution Date and (b)
                                    second, the related Carryover Interest
                                    Distribution Amount, if any, for such
                                    Distribution Date; (4) fourth, to the Class
                                    B-1 Certificates, (a) first, the related
                                    Interest Distribution Amount for such
                                    Distribution Date and (b) second, the
                                    related Carryover Interest Distribution
                                    Amount, if any, for such Distribution Date;
                                    (5) fifth, concurrently, to each Class of
                                    the Class A Certificates, the related
                                    Principal Distribution Shortfall Carryover
                                    Amount for each such Class, if any, for such
                                    Distribution Date; allocated among the Class
                                    A Certificates pro rata based on their
                                    respective Principal Distribution Shortfall
                                    Carryover Amounts; (6) sixth, to the Class
                                    A-1 Certificates, the Class A-2
                                    Certificates, the Class A-3 Certificates and
                                    the Class A-4 Certificates, the Class A
                                    Principal Distribution Amount, allocated in
                                    the following sequential order: (i) first,
                                    to the Class A-1 Certificates in reduction
                                    of the Certificate Principal Balance of such
                                    Class, until it has been reduced to zero;
                                    (ii) second, to the Class A-2 Certificates
                                    in reduction of the Certificate Principal
                                    Balance of such Class, until it has been
                                    reduced to zero; (iii) third, to the Class
                                    A-3 Certificates in reduction of the
                                    Certificate Principal Balance of such Class,
                                    until it has been reduced to zero; and (iv)
                                    fourth, to the Class A-4 Certificates in
                                    reduction of the Certificate Principal
                                    Balance of such Class, until it has been
                                    reduced to zero; PROVIDED, HOWEVER, that on
                                    any Distribution Date on which the Pool
                                    Scheduled Principal Balance is less than the
                                    aggregate Certificate Principal Balance of
                                    the Class A Certificates immediately prior
                                    to such Distribution Date, the Class A
                                    Principal Distribution Amount will be
                                    allocated among the Class A Certificates PRO
                                    RATA based upon their respective Certificate
                                    Principal Balances. (7) seventh, to the
                                    Class M-1 Certificates, (a) first, any
                                    related Writedown Interest Distribution
                                    Amount for such Distribution Date, (b)
                                    second, any related Carryover Writedown
                                    Interest Distribution Amount for such
                                    Distribution Date, (c) third, any related
                                    Principal Distribution Shortfall Carryover
                                    Amount, and (d) fourth, any related
                                    Principal Distribution Amount until the
                                    Class M-1 Certificate Principal Balance is
                                    reduced to zero; (8) eighth, to the Class
                                    M-2 Certificates, (a) first, any related
                                    Writedown Interest Distribution Amount for
                                    such Distribution Date, (b) second, any
                                    related Carryover Writedown Distribution
                                    Amount for such Distribution Date, (c)
                                    third, any related Principal Distribution
                                    Shortfall Carryover Amount, and (d) fourth,
                                    any related Principal Distribution Amount
                                    until the Class M-2 Certificate Principal
                                    Balance is reduced to zero; (9) ninth, to
                                    the Class B-1 Certificates, (a) first, any
                                    related Writedown Interest Distribution
                                    Amount for such Distribution Date, (b)
                                    second, any related Carryover Writedown
                                    Interest Distribution Amount for such
                                    Distribution Date, (c) third, any related
                                    Principal Distribution Shortfall Carryover
                                    Amount, and (d) fourth, any related
                                    Principal Distribution Amount until the
                                    Class B-1 Certificate Principal Balance is
                                    reduced to zero; (10) tenth, to the Class
                                    B-2 Certificates, (a) first, the related
                                    Interest Distribution Amount for such
                                    Distribution Date and (b) second, the
                                    related Carryover Interest Distribution
                                    Amount, if any, for such Distribution Date;
                                    (11) eleventh, to the Class B-2
                                    Certificates, (a) first any related
                                    Writedown Interest Distribution Amount for
                                    such Distribution Date, (b) second, any
                                    related Carryover Writedown

                                       3
<PAGE>

                                    Interest Distribution Amount for such
                                    Distribution Date, (c) third, any related
                                    Principal Distribution Shortfall Carryover
                                    Amount, and (d) fourth, any related
                                    Principal Distribution Amount until the
                                    Class B-2 Certificate Principal Balance is
                                    reduced to zero; (12) twelfth, to the
                                    Servicer, the following amounts in
                                    sequential order: (i) as long as Oakwood is
                                    the Servicer, 50% of the Servicing Fee with
                                    respect to any Distribution Date prior to
                                    May 2009, otherwise 100% of the Servicing
                                    Fee with respect to such Distribution Date;
                                    and (ii) any Servicing Fees from previous
                                    Distribution Dates remaining unpaid; (13)
                                    thirteenth, to the Class X Certificates, in
                                    the following sequential order: (i) the
                                    current Class X Strip Amount; and (ii) any
                                    Class X Strip Amounts from previous
                                    Distribution Dates remaining unpaid; and
                                    (14) finally, any remainder to the Class R
                                    Certificates.

                                    The primary credit support for the Class A
                                    Certificates is the subordination of the
                                    Subordinated Certificates; for the Class M-1
                                    Certificates is the subordination of the
                                    Class M-2, Class B, Class X and Class R
                                    Certificates; for the Class M-2 Certificates
                                    is the subordination of the Class B, Class X
                                    and Class R certificates; for the Class B-1
                                    Certificates is the subordination of the
                                    Class B-2, Class X and Class R certificates;
                                    and for the Class B-2 Certificates is the
                                    subordination of the Class X and Class R
                                    Certificates plus the Limited Guarantee of
                                    certain collections of principal and
                                    interest on the Assets by Oakwood Homes.

Cross-over Date.....................The later to occur of (a) the Distribution
                                    Date occurring in December 2003 or (b) the
                                    first Distribution Date on which the
                                    percentage equivalent of a fraction (which
                                    shall not be greater than 1) the numerator
                                    of which is the sum of the Adjusted
                                    Certificate Principal Balance of the
                                    Subordinated Certificates and the
                                    Overcollateralization Amount for such
                                    Distribution Date and the denominator of
                                    which is the Pool Scheduled Principal
                                    Balance on such Distribution Date, equals or
                                    exceeds 1.75 times the percentage equivalent
                                    of a fraction (which shall not be greater
                                    than 1) the numerator of which is the
                                    initial aggregate Adjusted Certificate
                                    Principal Balance of the Subordinated
                                    Certificates and the denominator of which is
                                    the Pool Scheduled Principal Balance on the
                                    Cut-off Date.

Performance Test....................The Average 60-Day Delinquency Ratio is
                                    less than or equal to 5%; the Average 30-Day
                                    Delinquency Ratio is less than or equal to
                                    7%, the Current Realized Loss Ratio is less
                                    than or equal to 2.75%; and the Cumulative
                                    Realized Losses are less than or equal to
                                    the percentage of the Aggregate Cut-off Date
                                    Pool Principal Balance set forth below:

                                           7% December 2003 through May 2005,
                                             8% June 2005 through May 2006, 9%
                                             June 2006 through November 2007,
                                             and 10.5% thereafter.

 Limited Guarantee..................The Class B-2 Certificateholders will
                                    have the benefit of a limited guarantee
                                    provided by Oakwood Homes of certain
                                    collections on the Assets. The Limited
                                    Guarantee will not be available to support
                                    other Classes of Certificates.


Allocation of Writedown Amounts.....The "Writedown Amount" for any Distribution
                                    Date will be the amount, if any, by which
                                    the aggregate Certificate Principal Balance
                                    of all Certificates, after all distributions
                                    have been made on the Certificates on such
                                    Distribution Date, exceeds the Pool
                                    Scheduled Principal Balance of the Assets
                                    for the next Distribution Date. The
                                    Writedown Amount will be allocated among the
                                    Classes of Subordinated Certificates in the
                                    following

                                       4
<PAGE>

                                    order of priority:

                                    (1) first, to the Class B-2 Certificates, to
                                    be applied in reduction of the Adjusted
                                    Certificate Principal Balance of such Class
                                    until it has been reduced to zero;

                                    (2) second, to the Class B-1 Certificates,
                                    to be applied in reduction of the Adjusted
                                    Certificate Principal Balance of such Class
                                    until it has been reduced to zero;

                                    (3) third, to the Class M-2 Certificates, to
                                    be applied in reduction of the Adjusted
                                    Certificate Principal Balance of such Class
                                    until it has been reduced to zero; and

                                    (4) fourth, to the Class M-1 Certificates,
                                    to be applied in reduction of the Adjusted
                                    Certificate Principal Balance of such Class
                                    until it has been reduced to zero.


Advances............................For each Distribution Date, the Servicer
                                    will be obligated to make an advance (a "P&I
                                    Advance") in respect of any delinquent
                                    Monthly Payment that will, in the Servicer's
                                    judgement, be recoverable from late payments
                                    on or Liquidation Proceeds from such Asset.
                                    The Servicer will also be obligated to make
                                    Advances ("Servicing Advances" and, together
                                    with P&I Advances, "Advances") in respect of
                                    Liquidation Expenses and certain taxes and
                                    insurance premiums not paid by an Obligor on
                                    a timely basis, to the extent the Servicer
                                    deems such Servicing Advances recoverable
                                    out of Liquidation Proceeds or from
                                    subsequent collections. P&I Advances and
                                    Servicing Advances are reimbursable to the
                                    Servicer under certain circumstances.

Final Scheduled Distribution Dates..Based on the assumptions that (i) there are
                                    no defaults, prepayments or delinquencies
                                    with respect to payments due on the Assumed
                                    Contract Characteristics, and (ii) the
                                    optional termination right is not exercised
                                    by the Servicer, the Final Scheduled
                                    Distribution Dates for each of the Classes
                                    are set forth below. The actual final
                                    Distribution Date for each Class may occur
                                    earlier than the Final Schedule Distribution
                                    Dates. In the event of large losses and
                                    delinquencies on the Contracts, however, the
                                    actual payment on certain of the subordinate
                                    classes of Certificates may occur later than
                                    the Final Scheduled Distribution Dates and
                                    in certain scenarios, holders of such
                                    classes may incur a loss on their
                                    investment.

                                                                Final Scheduled
                                                              Distribution Dates
                                                              ------------------
                                   Class A-1 Certificates.... May 15, 2009
                                   Class A-2 Certificates.... December 15, 2013
                                   Class A-3 Certificates.... November 15, 2017
                                   Class A-4 Certificates.... December 15, 2026
                                   Class M-1 Certificates.... December 15, 2026
                                   Class M-2 Certificates.... December 15, 2026
                                   Class B-1 Certificates.... December 15, 2026
                                   Class B-2 Certificates.... November 15, 2011

                                        5

<PAGE>

Optional Termination................The Servicer at its option and subject to
                                    the limitations imposed by the Agreement,
                                    will have the option to purchase from the
                                    Trust Estate all Assets then outstanding and
                                    all other property in the Trust Estate on
                                    any Distribution Date occurring on or after
                                    the later of (i) the Distribution Date in
                                    May 2009, and (ii) the date on which the
                                    amount of outstanding assets falls to a
                                    level at which, in the reasonable opinion of
                                    the Servicer, the cost of servicing those
                                    assets becomes burdensome.

Auction Sale........................If the Servicer does not exercise its
                                    optional termination right within 90 days
                                    after it first becomes eligible to do so,
                                    the Trustee shall solicit bids for the
                                    purchase of all Assets then outstanding and
                                    all other property in the Trust Estate. In
                                    the event that satisfactory bids are
                                    received, the sale proceeds will be
                                    distributed to Certificateholders.

 The Assets.........................The Trust will consist of (1) fixed rate
                                    manufactured housing installment sales
                                    contracts (the "Contracts") secured by
                                    security interests in manufactured homes, as
                                    defined herein (the "Manufactured Homes"),
                                    and with respect to certain of the Contracts
                                    ("Land Secured Contracts"), secured by liens
                                    on the real estate on which the related
                                    Manufactured Homes are located, and (2)
                                    fixed rate mortgage loans secured by first
                                    liens on the real estate to which the
                                    related Manufactured Homes are deemed
                                    permanently affixed (the "Mortgage Loans,"
                                    and together with the Contracts, the
                                    "Assets"). The Asset Pool consists of
                                    approximately 5,860 Assets having an
                                    aggregate Scheduled Principal Balance as of
                                    the Cut-off Date of $255,621,150.90.

                                    As of the Cut-off Date, approximately 25.34%
                                    of the Assets are Mortgage Loans and
                                    approximately 3.17% of the Assets are Land
                                    Secured Contracts. Based on Cut-off Date
                                    Pool Scheduled Principal Balance,
                                    approximately 77.87% of the Assets are
                                    secured by Manufactured Homes which were
                                    new, approximately 2.49% of the Assets are
                                    secured by Manufactured Homes which were
                                    used, approximately 17.12% of the Assets are
                                    secured by Manufactured Homes which were
                                    repossessed and approximately 2.51% of the
                                    Assets are secured by Manufactured Homes
                                    which were transferred. As of the Cut-off
                                    Date, the Assets were secured by
                                    Manufactured Homes or Mortgaged Properties
                                    (or Real Properties, in the case of Land
                                    Secured Contracts) located in 38 states,
                                    Washington DC and Puerto Rico, and
                                    approximately 18.38% and 17.29% of the
                                    Assets were secured by Manufactured Homes or
                                    Mortgaged Properties located in North
                                    Carolina and Texas, respectively (based on
                                    the mailing addresses of the Obligors on the
                                    Assets as of the Cut-off Date). Each Asset
                                    bears interest at an annual percentage rate
                                    (an "APR") of at least 6.90% and not more
                                    than 13.50%. The weighted average APR of the
                                    Assets as of the Cut-off Date is
                                    approximately 10.34%. The Assets have
                                    remaining terms to maturity as of the
                                    Cut-off Date of at least 9 months but not
                                    more than 360 months and original terms to
                                    stated maturity of at least 12 months but
                                    not more than 360 months. As of the Cut-off
                                    Date, the Assets had a weighted average
                                    original term to stated maturity of
                                    approximately 282 months, and a weighted
                                    average remaining term to stated maturity of
                                    approximately 281 months. The Assets have
                                    Loan-to-Value Ratios as of the Cut-off Date
                                    of at least 13.56% but not more than
                                    100.00%. As of the Cut-off Date, the Assets
                                    had a weighted average Loan-to-Value Ratio
                                    of approximately 92.43%. The final scheduled
                                    payment date on the Asset with the latest
                                    maturity occurs in April 2029.

                                    The Servicer will be required to cause to be
                                    maintained one or more standard hazard
                                    insurance policies with respect to each
                                    Manufactured Home and Mortgaged Property.

                                        6
<PAGE>

Certain Federal Income Tax
   Consequences.....................For federal income tax purposes, the Trust
                                    Estate will be treated as one or more real
                                    estate mortgage investment conduits (each,
                                    a"REMIC"). The Class A, Class M, Class B and
                                    Class X Certificates will constitute
                                    "regular interests" in a REMIC for federal
                                    income tax purposes. The Class R
                                    Certificates will be treated as the sole
                                    class of "residual interests" in each REMIC
                                    for federal income tax purposes.

Recent Developments.................During November and December, 1998, Oakwood
                                    Homes and some of its officers and directors
                                    were named as defendants in lawsuits filed
                                    on behalf of purchasers of Oakwood Homes'
                                    common stock between April 11, 1997 and July
                                    21, 1998. These suits were filed in the
                                    United States District Court for the Middle
                                    District of North Carolina and in the United
                                    States District Court for the Eastern
                                    District of Arkansas. They allege violations
                                    of the Exchange Act in the statements made
                                    by Oakwood Homes concerning its business and
                                    financial operations. Oakwood Homes intends
                                    to defend these suits vigorously. Oakwood
                                    Mortgage believes that these lawsuits will
                                    not adversely affect payments to be made on
                                    your certificates.

ERISA Considerations...............Fiduciaries of employee benefit plans and
                                   certain other retirement plans and
                                   arrangements, including individual retirement
                                   accounts and annuities, Keogh plans, and
                                   collective investment funds in which such
                                   plans, accounts, annuities or arrangements
                                   are invested, that are subject to the
                                   Employee Retirement Income Security Act of
                                   1974, as amended ("ERISA"), or corresponding
                                   provisions of the Code (any of the foregoing,
                                   a "Plan"), persons acting on behalf of a
                                   Plan, or persons using the assets of a Plan
                                   ("Plan Investors") should consult with their
                                   own counsel to determine whether the purchase
                                   or holding of the Offered Certificates could
                                   give rise to a transaction that is prohibited
                                   either under ERISA or the Code.

                                   BECAUSE THE OFFERED SUBORDINATED CERTIFICATES
                                   ARE SUBORDINATED SECURITIES, THEY WILL NOT
                                   SATISFY THE REQUIREMENTS OF CERTAIN
                                   PROHIBITED TRANSACTION EXEMPTIONS. AS A
                                   RESULT, THE PURCHASE OR HOLDING OF ANY OF THE
                                   OFFERED SUBORDINATED CERTIFICATES BY A PLAN
                                   INVESTOR MAY CONSTITUTE A NON-EXEMPT
                                   PROHIBITED TRANSACTION OR RESULT IN THE
                                   IMPOSITION OF EXCISE TAXES OR CIVIL
                                   PENALTIES. ACCORDINGLY, NONE OF THE OFFERED
                                   SUBORDINATED CERTIFICATES ARE OFFERED FOR
                                   SALE, AND ARE NOT TRANSFERABLE, TO A PLAN
                                   INVESTOR, UNLESS SUCH PLAN INVESTOR PROVIDES
                                   THE SELLER AND THE TRUSTEE WITH A BENEFIT
                                   PLAN OPINION, OR THE CIRCUMSTANCES DESCRIBED
                                   IN CLAUSE (II) BELOW ARE SATISFIED. UNLESS
                                   SUCH OPINION IS DELIVERED, EACH PERSON
                                   ACQUIRING AN OFFERED SUBORDINATED CERTIFICATE
                                   WILL BE DEEMED TO REPRESENT TO THE TRUSTEE,
                                   THE SELLER AND THE SERVICER THAT EITHER (I)
                                   SUCH PERSON IS NOT A PLAN INVESTOR SUBJECT TO
                                   ERISA OR SECTION 4975 OF THE CODE, OR (II)
                                   SUCH PERSON IS AN INSURANCE COMPANY THAT IS
                                   PURCHASING AN OFFERED SUBORDINATED
                                   CERTIFICATE WITH FUNDS FROM ITS "GENERAL
                                   ACCOUNT" AND THE PROVISIONS OF PROHIBITED
                                   TRANSACTION CLASS EXEMPTION 95-60 WILL APPLY
                                   TO EXEMPT THE PURCHASE, HOLDING AND RESALE OF
                                   SUCH CERTIFICATE, AND TRANSACTIONS IN
                                   CONNECTION WITH THE SERVICING, OPERATION AND
                                   MANAGEMENT OF THE TRUST FROM THE PROHIBITED
                                   TRANSACTION RULES OF ERISA AND THE CODE.

                                      7
<PAGE>

Legal Investment Considerations....The Class A and Class M-1 Certificates are
                                   expected to constitute "mortgage related
                                   securities" for purposes of the Secondary
                                   Mortgage Market Enhancement Act of 1984
                                   ("SMMEA").

                                   THE CLASS M-2 AND CLASS B CERTIFICATES ARE
                                   NOT "MORTGAGE RELATED SECURITIES" FOR
                                   PURPOSES OF SMMEA BECAUSE SUCH CERTIFICATES
                                   ARE NOT RATED IN ONE OF THE TWO HIGHEST
                                   RATING CATEGORIES BY A NATIONALLY RECOGNIZED
                                   RATING AGENCY.

                                       8
<PAGE>


DELINQUENCY, LOAN LOSS AND REPOSSESSION EXPERIENCE

        The following tables set forth certain information, for the periods
indicated, concerning (1) the asset servicing portfolio, (2) the delinquency
experience and (3) the loan loss and repossession experience of the portfolio of
manufactured housing installment sales contracts and residential mortgage loans
serviced by Oakwood. Because delinquencies, losses and repossessions are
affected by a variety of economic, geographic and other factors, there can be no
assurance that the delinquency and loss experience of the Assets will be
comparable to that set forth below.

                                  ASSET SERVICING PORTFOLIO
                                    (DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>

                                                   AT SEPTEMBER 30,                              DECEMBER 31,
                              ---------------------------------------------------------     ----------------------
                                 1994       1995        1996         1997        1998         1997           1998
                              --------   --------     --------    ---------     -------     ---------      -------
<S>                              <C>       <C>       <C>        <C>              <C>        <C>        <C>

Total Number of Serviced
    Assets
    Oakwood Originated.....     39,273     51,566       67,120       89,411      111,351       94,570      114,697
    Acquired Portfolios....      5,773      4,872        4,177        3,602        2,818        3,404        2,635
Aggregate Outstanding
Principal Balance of
Serviced Assets
    Oakwood Originated.....   $757,640 $1,130,378   $1,687,406   $2,499,794   $3,536,657   $2,724,953   $3,692,078
    Acquired Portfolios....    $85,227    $70,853      $57,837      $47,027      $35,882      $43,677      $32,734
Average Outstanding
Principal Balance per
Serviced Asset
    Oakwood Originated.....      $19.3      $21.9        $25.1        $28.0        $31.8        $28.8        $32.2
    Acquired Portfolios....      $14.8      $14.5        $13.8        $13.1        $12.7        $12.8        $12.4
Weighted Average Interest
Rate of Serviced Assets
    Oakwood Originated.....      12.2%       12.0%        11.5%        11.0%        10.8%        11.0%        10.7%
    Acquired Portfolios....      11.0%       11.3%        11.2%        11.1%        11.0%        11.1%        11.0%

</TABLE>



                                   DELINQUENCY EXPERIENCE(1)
                                    (DOLLARS IN THOUSANDS)

<TABLE>
<CAPTION>


                                                   AT SEPTEMBER 30,                 DECEMBER 31,
                                     ------------------------------------------- -----------------
                                      1994     1995     1996     1997     1998    1997      1998
                                     -------  ------- -------  -------   ------- -------   -------
<S>                                    <C>       <C>     <C>      <C>      <C>     <C>       <C>
Total Number of Serviced Assets
    Oakwood Originated............    39,273   51,566  67,120   89,411  111,351   94,570   114,697
    Acquired Portfolios...........     5,773    4,872   4,177    3,602    2,818    3,404     2,635
Number of Delinquent Assets (2)...
    Oakwood Originated:...........
     30-59 Days...................       350      601     835    1,171    2,345    2,342     2,695
     60-89 Days...................        97      185     308      476      906      598       973
     90 Days or More..............       198      267     492      716    1,222      880     1,474
    Total Number of Assets        
    Delinquent....................       645    1,053   1,635    2,363    4,473    3,820     5,142
    Acquired Portfolios...........
     30-59 Days...................       127       63      66       90       75       85        52
     60-89 Days...................        49       17      23       23       31       20        19
     90 Days or More..............        98       76      62       75       57       69        53
    Total Number of Assets        
    Delinquent....................       274      156     151      188      163      174       124
Total Delinquencies as a Percentage
    of Serviced Assets (3)........
    Oakwood Originated............       1.6%     2.0%    2.4%     2.6%     4.0%     4.0%      4.5%
    Acquired Portfolios...........       4.7%     3.2%    3.6%     5.2%     5.8%     5.1%      4.7%

</TABLE>
- ----------
(1) Assets that are already the subject of repossession or foreclosure
    procedures are not included in "delinquent assets" for purposes of this
    table.
(2) The period of delinquency is based on the number of days payments are
    contractually past due (assuming 30-day months). Consequently, a payment due
    on the first day of a month is not 30 days delinquent until the first day of
    the next month.
(3) By number of assets.


                                       9

<PAGE>



                               LOAN LOSS/REPOSSESSION EXPERIENCE
                                    (DOLLARS IN THOUSANDS)

<TABLE>
<CAPTION>

                                                     AT OR FOR THE FISCAL YEAR                  AT OR FOR THE THREE
                                                             ENDED                                MONTHS ENDED
                                                          SEPTEMBER 30,                            DECEMBER 31,
                               -----------------------------------------------------------   ----------------------
                                  1994         1995         1996        1997         1998       1997         1998
                               ---------     --------     --------    --------    ---------  ----------   ----------
<S>                               <C>           <C>         <C>          <C>         <C>        <C>           <C>
Total Number of Serviced   
    Assets (1).............       45,046      56,438       71,297       93,013     114,169      97,974       117,332
Average Number of Serviced
    Assets During Period...       37,788      50,742       63,868       82,155     103,591      95,494       115,751
Number of Serviced
    Assets Repossessed.....        1,241       1,718        2,746        3,885       5,411       1,208         1,865
Serviced Assets Repossessed
    as a Percentage of Total
    Serviced Assets (2)....         2.75%       3.04%        3.85%        4.18%       4.74%       4.93%(6)      6.36%(6)
Serviced Assets Repossessed
    as a Percentage of
    Average Number of      
    Serviced Assets........         3.28%       3.39%        4.30%        4.73%       5.22%       5.06%(6)      6.44%(6)
Average Outstanding
    Principal Balance of
    Assets (3).............
    Oakwood Originated.....     $701,875    $976,905    $1,409,467  $2,065,033  $2,978,235  $2,570,959    $3,573,337
    Acquired Portfolios....      $30,432     $30,235       $27,351     $22,943     $19,179     $20,659       $16,276
Net Losses from Asset
    Liquidation(4):
    Total Dollars (3)......
      Oakwood Originated...       $4,630      $7,303       $14,248     $26,872     $45,189      $7,865       $14,266
      Acquired Portfolios..         $203        $473          $592        $528        $220         $35           $34
    As a Percentage of
    Average Outstanding
    Principal Balance of
    Assets (3) (5)
      Oakwood Originated...       0.66%         0.75%         1.01%       1.30%       1.52%       1.22%(6)     1.60%(6)
      Acquired Portfolios..       0.67%         1.56%         2.16%       2.30%       1.15%       0.68%(6)     0.84%(6)
</TABLE>

(1) As of period end.
(2) Total number of serviced assets repossessed during the applicable period
    expressed as a percentage of the total number of serviced assets at the end
    of the applicable period.
(3) Includes assets originated by Oakwood Acceptance Corporation and serviced by
    Oakwood Acceptance Corporation and others.
(4) Net losses represent all losses incurred on Oakwood Acceptance
    Corporation-serviced portfolios. Such amounts include estimates of net
    losses with respect to certain defaulted assets. Charges to the losses
    reserves in respect of a defaulted asset generally are made before the
    defaulted asset becomes a liquidated asset. The length of the accrual period
    for the amount of accrued and unpaid interest include in the calculation of
    the net loss varies depending upon the period in which the loss was charged
    and whether the asset was owned by an entity other than Oakwood Acceptance
    Corporation.
(5) Total net losses incurred on assets liquidated during the applicable period
    expressed as a percentage of the average outstanding principal balance of
    all assets at the end of the applicable period.
(6) Annualized.


        The data presented in the foregoing tables are for illustrative purposes
only and there is no assurance that the delinquency, loan loss or repossession
experience of the Assets will be similar to that set forth above. The
delinquency, loan loss and repossession experience of manufactured housing
contracts historically has been sharply affected by a downturn in regional or
local economic conditions. These regional or local economic conditions are often
volatile, and no predictions can be made regarding future economic conditions in
any particular area. These downturns have tended to increase the severity of
loss on repossession because of the increased supply of used manufactured homes,
which in turn may affect the supply in other regions.


                                       10

<PAGE>


        Whenever reference is made herein to a percentage of the Assets (or to a
percentage of the Scheduled Principal Balance of the Assets), the percentage is
calculated based on the Scheduled Principal Balances ("SPB") of the Assets as of
the Cut-off Date. In addition, numbers in any columns in the tables below may
not sum exactly to the total number at the bottom of the column due to rounding.


               GEOGRAPHICAL DISTRIBUTION OF MANUFACTURED HOMES(1)

                                           AGGREGATE
                           NUMBER OF       SCHEDULED          PERCENTAGE OF
GEOGRAPHIC LOCATION          ASSETS    PRINCIPAL BALANCE    ASSET POOL BY SPB
- --------------------      ----------   -----------------    -----------------
Alabama...............         201     $     7,762,861              3.04%
Alaska................           1              69,634              0.03
Arizona...............         218          14,726,820              5.76
Arkansas..............          85           3,298,153              1.29
California............          36           2,722,896              1.07
Colorado..............          37           2,059,599              0.81
Delaware..............          43           1,545,953              0.60
Florida...............         153           7,639,545              2.99
Georgia...............         275          12,165,972              4.76
Idaho.................          70           4,845,515              1.90
Illinois..............           9             375,622              0.15
Indiana...............           4              91,690              0.04
Kansas................          59           2,414,419              0.94
Kentucky..............         114           4,149,102              1.62
Louisiana.............         278          11,528,355              4.51
Maryland..............          12             475,726              0.19
Massachusetts.........           1              24,702              0.01
Michigan..............          15             778,959              0.30
Minnesota.............           1              30,571              0.01
Mississippi...........         236           9,321,312              3.65
Missouri..............         102           4,028,652              1.58
Nevada................          16             858,160              0.34
New Jersey............           1              28,613              0.01
New Mexico............         147           6,668,294              2.61
New York..............           2              48,829              0.02
North Carolina........       1,216          46,992,819             18.38
Ohio..................          68           2,774,389              1.09
Oklahoma..............          99           3,751,324              1.47
Oregon................         110          10,573,860              4.14
Pennsylvania..........           5             208,693              0.08
Puerto Rico...........           1              79,917              0.03
South Carolina........         424          16,145,437              6.32
Tennessee.............         262          10,027,758              3.92
Texas.................       1,098          44,192,191             17.29
Utah..................          29           1,913,587              0.75
Virginia..............         260          10,180,746              3.98
Washington............          97           8,942,501              3.50
Washington DC.........           1              26,433              0.01
West Virginia.........          72           2,103,868              0.82
Wisconsin.............           2              47,674              0.02
                           --------        -----------              ----
  Total...............       5,860        $255,621,151            100.00%
                             =====        ============            ======
- -----------
(1) Based on the mailing address of the Obligor on the related Asset as of the
    Cut-off Date.

                                       11

<PAGE>



                        YEAR OF ORIGINATION OF ASSETS (1)

                                         AGGREGATE
                          NUMBER OF      SCHEDULED          PERCENTAGE OF
YEAR OF ORIGINATION        ASSETS     PRINCIPAL BALANCE   ASSET POOL BY SPB
- -------------------      ----------   -----------------   -----------------
    1987...............          1   $      7,310               0.00%
    1993...............          2         31,195               0.01
    1994...............          2         26,585               0.01
    1995...............          3         46,015               0.02
    1996...............         18        578,871               0.23
    1997...............         27      1,036,776               0.41
    1998...............      1,544     75,374,779              29.49
    1999...............      4,263    178,519,621              69.84
                             -----   -------------           -------
         Total.........      5,860   $255,621,151             100.00%
                             =====   ============             ======
- -----------
(1) The weighted average seasoning of the Assets was approximately 2 months as
    of the Cut-off Date.



                    DISTRIBUTION OF ORIGINAL ASSET AMOUNTS(1)

                                           AGGREGATE
                            NUMBER OF      SCHEDULED         PERCENTAGE OF
ORIGINAL ASSET AMOUNT        ASSETS     PRINCIPAL BALANCE  ASSET POOL BY SPB
- ---------------------      ----------  ------------------  -----------------
$   4,999 or less.........       27       $    102,570           0.04%
$   5,000 - $   9,999.....      136          1,038,806           0.41
$  10,000 - $  14,999.....      220          2,745,472           1.07
$  15,000 - $  19,999.....      263          4,576,525           1.79
$  20,000 - $  24,999.....      408          9,259,624           3.62
$  25,000 - $  29,999.....      890         24,352,803           9.53
$  30,000 - $  34,999.....      895         29,117,238          11.39
$  35,000 - $  39,999.....      626         23,144,476           9.05
$  40,000 - $  44,999.....      323         13,621,519           5.33
$  45,000 - $  49,999.....      274         12,911,618           5.05
$  50,000 - $  54,999.....      250         13,050,591           5.11
$  55,000 - $  59,999.....      210         12,044,484           4.71
$  60,000 - $  64,999.....      270         16,878,603           6.60
$  65,000 - $ 69,999......      252         16,927,776           6.62
$  70,000 - $  74,999.....      147         10,625,681           4.16
$  75,000 - $  79,999.....      129          9,975,481           3.90
$  80,000 - $  84,999.....       97          7,966,532           3.12
$  85,000 - $  89,999.....       83          7,256,973           2.84
$  90,000 - $  94,999.....       63          5,819,242           2.28
$  95,000 - $  99,999.....       65          6,324,412           2.47
$100,000 or more..........      232         27,880,726          10.91
                             ------     --------------        ---------
     Total................    5,860       $255,621,151         100.00%
                              =====       ============         ======
- ------------
(1) The highest original Asset amount was $194,682, which represents
    approximately 0.08% of the aggregate principal balance of the Assets at
    origination. The average original principal amount of the Assets was
    approximately $43,760 as of the Cut-off Date.

                                       12

<PAGE>



                                 ASSET RATES (1)

                                           AGGREGATE
                           NUMBER OF       SCHEDULED          PERCENTAGE OF
ASSET RATE                   ASSETS   PRINCIPAL BALANCE     ASSET POOL BY SPB
- ----------                 ---------  -----------------     -----------------
6.000% - 6.999%.......          84     $    5,493,997            2.15%
7.000% - 7.999%.......         421         34,984,016            13.69
8.000% - 8.999%.......         675         44,900,108            17.57
9.000% -   9.999%.....         640         37,713,930            14.75
10.000% - 10.999%.....         523         23,766,488             9.30
11.000% - 11.999%.....       1,584         47,350,602            18.52
12.000% - 12.999%.....       1,627         51,747,322            20.24
13.000% - 13.999%.....         306          9,664,687              3.78
                              ----         ----------            ------

     Total............       5,860       $255,621,151           100.00%
                             =====       ============           ======
- -----------
(1) The weighted average Asset Rate was approximately 10.34% as of the Cut-off
    Date. This table reflects Asset Rates of the Step-up Rate Loans as of the
    Cut-off Date and does not reflect any subsequent increases in the Rates of
    the Step-up Rate Loans.



              REMAINING TERMS TO MATURITY OF ASSETS (IN MONTHS)(1)

                                           AGGREGATE
REMAINING TERM             NUMBER OF       SCHEDULED         PERCENTAGE OF
TO MATURITY                  ASSETS    PRINCIPAL BALANCE   ASSET POOL BY SPB
- --------------             ---------   -----------------   -----------------
  1 -   60 months.....         214     $   1,897,012             0.74%
 61 -   96 months.....         142         1,913,331             0.75
 97 - 120 months......         245         4,967,990             1.94
121 - 156 months......         394         9,050,969             3.54
157 - 180 months......         940        28,923,766            11.32
181 - 216 months......         121         3,946,218             1.54
217 - 240 months......       1,611        59,329,005            23.21
241 - 300 months......         905        43,338,923            16.95
301 - 360 months......       1,288       102,253,937            40.00
                             -----     -------------          -------
  Total...............       5,860      $255,621,151           100.00%
                             =====      ============           ======
- ----------
(1) The weighted average remaining term to maturity of the Assets was
    approximately 281 months as of the Cut-off Date.



              ORIGINAL TERMS TO MATURITY OF ASSETS (IN MONTHS) (1)

                                           AGGREGATE
ORIGINAL TERM              NUMBER OF       SCHEDULED         PERCENTAGE OF
TO MATURITY                 ASSETS    PRINCIPAL BALANCE   ASSET POOL BY SPB
- -------------            -----------  -----------------   ------------------
  1 -  60 months......         212     $   1,879,500             0.74%
 61 -  96 months......         139         1,842,121             0.72
 97 - 120 months......         244         4,973,332             1.95
121 - 156 months......         390         8,928,566             3.49
157 - 180 months......         950        29,129,547            11.40
181 - 216 months......         118         3,853,396             1.51
217 - 240 months......       1,614        59,421,827            23.25
241 - 300 months......         905        43,338,923            16.95
301 - 360 months......       1,288       102,253,937            40.00
                             -----     -------------          -------
  Total...............       5,860      $255,621,151           100.00%
                             =====      ============           ======
- ------------
(1) The weighted average original term to maturity of the Assets was
    approximately 282 months as of the Cut-off Date.

                                       13
<PAGE>


           DISTRIBUTION OF ORIGINAL LOAN-TO-VALUE RATIOS OF ASSETS(1)

                                           AGGREGATE
                             NUMBER        SCHEDULED         PERCENTAGE OF
LOAN-TO VALUE RATIO(2)     OF ASSETS   PRINCIPAL BALANCE   ASSET POOL BY SPB
- ----------------------     ---------   -----------------   -----------------

50% or less.............          38   $   1,092,006             0.43%
51% - 55%...............          24         861,584             0.34
56% - 60%...............          19         886,969             0.35
61% - 65%...............          23         959,687             0.38
66% - 70%...............          55       2,435,469             0.95
71% - 75%...............          95       3,356,398             1.31
76% - 80%...............         216       8,750,076             3.42
81% - 85%...............         452      16,478,229             6.45
86% - 90%...............       1,084      38,997,536            15.26
91% - 95%...............       1,973      83,783,968            32.78
96% - 100%..............       1,881      98,019,228            38.35
                               -----   --------------        --------
     Total..............       5,860    $255,621,151           100.00%
                               =====    ============           ======
- --------------
(1) The weighted average original Loan-to-Value Ratio of the Assets was
    approximately 92.43% as of the Cut-off Date.
(2) Rounded to nearest 1%.

        "Loan-to-Value Ratio" means, (a) with respect to each Contract, (i) as
to each Contract with respect to which a lien on land is required for
underwriting purposes, the ratio, expressed as a percentage, of the principal
amount of such Contract to the sum of the purchase price of the home (including
taxes, insurance and any land improvements), the tax value or appraised value of
the land and the amount of any prepaid finance charges or closing costs that are
financed; and (ii) as to each other Contract, the ratio, expressed as a
percentage, of the principal amount of such Contract to the purchase price of
the home (including taxes, insurance and any land improvements) and the amount
of any prepaid finance charges or closing costs that are financed; and (b) with
respect to each Mortgage Loan, the ratio, expressed as a percentage, of the
principal amount of such Mortgage Loan at the time of determination, to either
(i) the sum of the appraised value of the land and improvements, and the amount
of any prepaid finance charges or closing costs that are financed or (ii) the
sum of the purchase price of the home (including taxes, insurance and any land
improvements), the appraised value of the land and the amount of any prepaid
finance charges or closing costs that are financed:



<PAGE>
                           [OAKWOOD LOGO APPEARS HERE]
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS

 BOND PROFILE SUMMARY

<TABLE>
<CAPTION>

 ----------------------------------------------------------------------------------
    Class               Original    Coupon  Avg.    CBE            1st  Last   Mod.
    Name & Type             Par       %     Life   Yield   Price   Pay   Pay   Dur.
 ----------------------------------------------------------------------------------
      <S>                  <C>        <C>    <C>    <C>    <C>     <C>   <C>   <C>
 TO CALL:
    A1  SENIOR FLOAT  61,200,000  FLOAT<1>  1.10    N/A   100-00   6/99  7/01  1.04
    A2  SENIOR        49,100,000    6.0800  3.10   6.083   99-31   7/01  6/03  2.74
    A3  SENIOR        28,900,000    6.3000  5.10   6.329  99-31+   6/03 10/05  4.23
    A4  SENIOR        57,628,000    6.8500  9.06   6.910  99-31+  10/05  5/09  6.53
    M1  AA MEZZ       15,337,000    7.0100  8.14   7.070  99-31+  12/03  5/09  5.95
    M2  A SUB         12,781,000    7.4000  8.14   7.471   99-31  12/03  5/09  5.85
    B1  BBB SUB       12,781,000    8.0400  6.11   8.641   97-18  12/03  4/07  4.60
    B2  BBB- SUB      17,894,150    9.1000 10.00   9.221  99-31+   5/09  5/09  6.32
 -------------------------------
 TO MATURITY:
    A4  SENIOR        57,628,000    6.8500 11.07   6.914  99-31+  10/05  6/19  7.34
    M1  AA MEZZ       15,337,000    7.0100  9.64   7.074  99-31+  12/03  6/19  6.54
    M2  A SUB         12,781,000    7.4000  9.64   7.475   99-31  12/03  6/19  6.41
    B2  BBB- SUB      17,894,150    9.1000 12.26   9.227  99-31+   5/09  6/14  7.08
 ----------------------------------------------------------------------------------
</TABLE>

 Note:

 (1) Data assumes a prepayment speed of 200% MHP.

 (2) Coupon and price are assumes for computational materials.

 (3) A1 coupon based on 1 month LIBOR.


NATIONSBANC MONTGOMERY SECURITIES LLC
- --------------------------------------------------------------------------------
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is for your private information and NationsBanc
Montgomery Securities LLC (the "Underwriter") is not soliciting any action based
upon it. This material is not to be construed as an offer to sell or the
solicitation of any offer to buy any security in any jurisdiction where such an
offer or solicitation would be illegal. This material is based on information
that the Underwriter considers reliable, but the Underwriter does not represent
that it is accurate or complete and it should not be relied upon as such. By
accepting this material the recipient agrees that it will not distribute or
provide the material to any other person. The information contained in this
material may pertain to securities that ultimately are not sold. The information
contained in this material may be based on assumptions regarding market
conditions and other matters as reflected herein. The Underwriter makes no
representation regarding the reasonableness of such assumptions or the
likelihood that any of such assumptions will coincide with actual market
conditions or events, and this material should not be relied upon for such
purposes. The Underwriter and its affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including all cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. Any information in the material, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you. This material is furnished solely by the Underwriter and not by the
issuer of the securities. The issuer of the securities has not prepared,
reviewed or participated in the preparation of this material, is not responsible
for the accuracy of this material and has not authorized the dissemination of
this material. The Underwriter is acting as underwriter and not acting as agent
for the issuer in connection with the proposed transaction.

[OBJECT OMITTED]
                     NationsBanc Montgomery Securities LLC         1/1

<PAGE>

                           [OAKWOOD LOGO APPEARS HERE]
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS


 BOND PROFILE SUMMARY

 -----------------------------------------------------------------------------
 PERCENT OF MHP:           0       100       150       200       250       300
                                                       ---
 -----------------------------------------------------------------------------


 A1 SENIOR FLOAT
 Price: 100-00      Coupon: FLOATER                Original Par:    61,200,000
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            N/A       N/A       N/A       N/A       N/A       N/A
 Average Life:          5.68      1.85      1.38      1.10      0.91      0.78
 Duration:              4.68      1.70      1.29      1.04      0.87      0.74
 First Prin Pay:        6/99      6/99      6/99      6/99      6/99      6/99
 Last Prin Pay:         5/09      1/03      1/02      7/01      3/01     12/00
 -----------------------------------------------------------------------------


 A2 SENIOR
 Price: 99-31       Coupon: 6.0800                 Original Par:    49,100,000
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            6.13      6.11      6.10      6.08      6.07      6.06
 Average Life:         10.00      5.23      3.90      3.10      2.57      2.20
 Duration:              7.30      4.34      3.37      2.74      2.31      2.00
 First Prin Pay:        5/09      1/03      1/02      7/01      3/01     12/00
 Last Prin Pay:         5/09      4/06      7/04      6/03     10/02      4/02
 ---------------------------
 TO MATURITY:
 Bond Yield:            6.13      6.11      6.10      6.08      6.07      6.06
 Average Life:         12.37      5.23      3.90      3.10      2.57      2.20
 Duration:              8.45      4.34      3.37      2.74      2.31      2.00
 First Prin Pay:        5/09      1/03      1/02      7/01      3/01     12/00
 Last Prin Pay:        12/13      4/06      7/04      6/03     10/02      4/02
 -----------------------------------------------------------------------------


 A3 SENIOR
 Price: 99-31+      Coupon: 6.3000                 Original Par:    28,900,000
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            6.35      6.35      6.34      6.33      6.32      6.31
 Average Life:         10.00      8.72      6.67      5.10      3.98      3.39
 Duration:              7.22      6.51      5.28      4.23      3.42      2.97
 First Prin Pay:        5/09      4/06      7/04      6/03     10/02      4/02
 Last Prin Pay:         5/09      5/09      9/07     10/05      1/04      4/03
 ---------------------------

NATIONSBANC MONTGOMERY SECURITIES LLC
- --------------------------------------------------------------------------------
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is for your private information and NationsBanc
Montgomery Securities LLC (the "Underwriter") is not soliciting any action based
upon it. This material is not to be construed as an offer to sell or the
solicitation of any offer to buy any security in any jurisdiction where such an
offer or solicitation would be illegal. This material is based on information
that the Underwriter considers reliable, but the Underwriter does not represent
that it is accurate or complete and it should not be relied upon as such. By
accepting this material the recipient agrees that it will not distribute or
provide the material to any other person. The information contained in this
material may pertain to securities that ultimately are not sold. The information
contained in this material may be based on assumptions regarding market
conditions and other matters as reflected herein. The Underwriter makes no
representation regarding the reasonableness of such assumptions or the
likelihood that any of such assumptions will coincide with actual market
conditions or events, and this material should not be relied upon for such
purposes. The Underwriter and its affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including all cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. Any information in the material, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you. This material is furnished solely by the Underwriter and not by the
issuer of the securities. The issuer of the securities has not prepared,
reviewed or participated in the preparation of this material, is not responsible
for the accuracy of this material and has not authorized the dissemination of
this material. The Underwriter is acting as underwriter and not acting as agent
for the issuer in connection with the proposed transaction.

[OBJECT OMITTED]
                     NationsBanc Montgomery Securities LLC             2/2


<PAGE>
                           [OAKWOOD LOGO APPEARS HERE]
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS

 TO MATURITY:
 Bond Yield:            6.36      6.35      6.34      6.33      6.32      6.31
 Average Life:         16.69      8.81      6.67      5.10      3.98      3.39
 Duration:             10.04      6.55      5.28      4.23      3.42      2.97
 First Prin Pay:       12/13      4/06      7/04      6/03     10/02      4/02
 Last Prin Pay:        11/17      4/10      9/07     10/05      1/04      4/03
 -----------------------------------------------------------------------------



NATIONSBANC MONTGOMERY SECURITIES LLC
- --------------------------------------------------------------------------------
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is for your private information and NationsBanc
Montgomery Securities LLC (the "Underwriter") is not soliciting any action based
upon it. This material is not to be construed as an offer to sell or the
solicitation of any offer to buy any security in any jurisdiction where such an
offer or solicitation would be illegal. This material is based on information
that the Underwriter considers reliable, but the Underwriter does not represent
that it is accurate or complete and it should not be relied upon as such. By
accepting this material the recipient agrees that it will not distribute or
provide the material to any other person. The information contained in this
material may pertain to securities that ultimately are not sold. The information
contained in this material may be based on assumptions regarding market
conditions and other matters as reflected herein. The Underwriter makes no
representation regarding the reasonableness of such assumptions or the
likelihood that any of such assumptions will coincide with actual market
conditions or events, and this material should not be relied upon for such
purposes. The Underwriter and its affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including all cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. Any information in the material, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you. This material is furnished solely by the Underwriter and not by the
issuer of the securities. The issuer of the securities has not prepared,
reviewed or participated in the preparation of this material, is not responsible
for the accuracy of this material and has not authorized the dissemination of
this material. The Underwriter is acting as underwriter and not acting as agent
for the issuer in connection with the proposed transaction.

[OBJECT OMITTED]
                     NationsBanc Montgomery Securities LLC         3/3

<PAGE>

                           [OAKWOOD LOGO APPEARS HERE]
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS


 BOND PROFILE SUMMARY
 -----------------------------------------------------------------------------
 PERCENT OF MHP:           0       100       150       200       250       300
                                                       ---
 -----------------------------------------------------------------------------


 A4 SENIOR
 Price: 99-31+      Coupon: 6.8500                 Original Par:    57,628,000
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            6.91      6.91      6.91      6.91      6.91      6.90
 Average Life:         10.00     10.00      9.83      9.06      7.86      6.58
 Duration:              7.03      7.03      6.94      6.53      5.83      5.05
 First Prin Pay:        5/09      5/09      9/07     10/05      1/04      4/03
 Last Prin Pay:         5/09      5/09      5/09      5/09      5/09      5/09
 --------------------------
 TO MATURITY:
 Bond Yield:            6.93      6.92      6.92      6.91      6.91      6.90
 Average Life:         22.74     16.17     13.55     11.07      8.83      6.95
 Duration:             11.15      9.37      8.41      7.34      6.23      5.20
 First Prin Pay:       11/17      4/10      9/07     10/05      1/04      4/03
 Last Prin Pay:        12/26      3/23      4/21      6/19      6/18     11/17
 -----------------------------------------------------------------------------



 M1 AA MEZZ
 Price: 99-31+      Coupon: 7.0100                 Original Par:    15,337,000
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            7.08      7.08      7.07      7.07      7.07      7.07
 Average Life:         10.00      9.57      8.79      8.14      7.79      7.43
 Duration:              6.98      6.75      6.32      5.95      5.75      5.55
 First Prin Pay:        5/09      4/06      8/04     12/03     12/03     12/03
 Last Prin Pay:         5/09      5/09      5/09      5/09      5/09      5/09
 ---------------------------
 TO MATURITY:
 Bond Yield:            7.09      7.08      7.08      7.07      7.07      7.07
 Average Life:         20.67     13.70     11.28      9.64      8.74      7.94
 Duration:             10.50      8.28      7.28      6.54      6.14      5.76
 First Prin Pay:       11/13      4/06      8/04     12/03     12/03     12/03
 Last Prin Pay:        12/26      3/23      4/21      6/19      6/18     11/17
 -----------------------------------------------------------------------------


NATIONSBANC MONTGOMERY SECURITIES LLC
- --------------------------------------------------------------------------------
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is for your private information and NationsBanc
Montgomery Securities LLC (the "Underwriter") is not soliciting any action based
upon it. This material is not to be construed as an offer to sell or the
solicitation of any offer to buy any security in any jurisdiction where such an
offer or solicitation would be illegal. This material is based on information
that the Underwriter considers reliable, but the Underwriter does not represent
that it is accurate or complete and it should not be relied upon as such. By
accepting this material the recipient agrees that it will not distribute or
provide the material to any other person. The information contained in this
material may pertain to securities that ultimately are not sold. The information
contained in this material may be based on assumptions regarding market
conditions and other matters as reflected herein. The Underwriter makes no
representation regarding the reasonableness of such assumptions or the
likelihood that any of such assumptions will coincide with actual market
conditions or events, and this material should not be relied upon for such
purposes. The Underwriter and its affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including all cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. Any information in the material, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you. This material is furnished solely by the Underwriter and not by the
issuer of the securities. The issuer of the securities has not prepared,
reviewed or participated in the preparation of this material, is not responsible
for the accuracy of this material and has not authorized the dissemination of
this material. The Underwriter is acting as underwriter and not acting as agent
for the issuer in connection with the proposed transaction.

[OBJECT OMITTED]
                     NationsBanc Montgomery Securities LLC         4/4


<PAGE>

                           [OAKWOOD LOGO APPEARS HERE]
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS

 BOND PROFILE SUMMARY
 -----------------------------------------------------------------------------
 PERCENT OF MHP:           0       100       150       200       250       300
                                                       ---
 -----------------------------------------------------------------------------


 M2 A SUB
 Price: 99-31       Coupon: 7.4000                 Original Par:    12,781,000
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            7.48      7.48      7.47      7.47      7.47      7.47
 Average Life:         10.00      9.57      8.79      8.14      7.79      7.43
 Duration:              6.85      6.63      6.21      5.85      5.66      5.47
 First Prin Pay:        5/09      4/06      8/04     12/03     12/03     12/03
 Last Prin Pay:         5/09      5/09      5/09      5/09      5/09      5/09
 ---------------------------
 TO MATURITY:
 Bond Yield:            7.49      7.48      7.48      7.48      7.47      7.47
 Average Life:         20.67     13.70     11.28      9.64      8.74      7.94
 Duration:             10.16      8.08      7.12      6.41      6.03      5.67
 First Prin Pay:       11/13      4/06      8/04     12/03     12/03     12/03
 Last Prin Pay:        12/26      3/23      4/21      6/19      6/18     11/17
 -----------------------------------------------------------------------------


 B1 BBB SUB
 Price: 97-18       Coupon: 8.0400                 Original Par:    12,781,000
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            8.50      8.53      8.59      8.64      8.66      8.67
 Average Life:         10.00      8.96      7.15      6.11      5.83      5.63
 Duration:              6.59      6.10      5.18      4.60      4.45      4.33
 First Prin Pay:        5/09      4/06      8/04     12/03     12/03     12/03
 Last Prin Pay:         5/09      5/09     10/08      4/07      9/06      4/06
 ---------------------------
 TO MATURITY:
 Bond Yield:            8.40      8.49      8.59      8.64      8.66      8.67
 Average Life:         20.67     11.01      7.15      6.11      5.83      5.63
 Duration:              9.52      6.73      5.18      4.60      4.45      4.33
 First Prin Pay:       11/13      4/06      8/04     12/03     12/03     12/03
 Last Prin Pay:        12/26      3/23     10/08      4/07      9/06      4/06
 -----------------------------------------------------------------------------


NATIONSBANC MONTGOMERY SECURITIES LLC
- --------------------------------------------------------------------------------
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is for your private information and NationsBanc
Montgomery Securities LLC (the "Underwriter") is not soliciting any action based
upon it. This material is not to be construed as an offer to sell or the
solicitation of any offer to buy any security in any jurisdiction where such an
offer or solicitation would be illegal. This material is based on information
that the Underwriter considers reliable, but the Underwriter does not represent
that it is accurate or complete and it should not be relied upon as such. By
accepting this material the recipient agrees that it will not distribute or
provide the material to any other person. The information contained in this
material may pertain to securities that ultimately are not sold. The information
contained in this material may be based on assumptions regarding market
conditions and other matters as reflected herein. The Underwriter makes no
representation regarding the reasonableness of such assumptions or the
likelihood that any of such assumptions will coincide with actual market
conditions or events, and this material should not be relied upon for such
purposes. The Underwriter and its affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including all cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. Any information in the material, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you. This material is furnished solely by the Underwriter and not by the
issuer of the securities. The issuer of the securities has not prepared,
reviewed or participated in the preparation of this material, is not responsible
for the accuracy of this material and has not authorized the dissemination of
this material. The Underwriter is acting as underwriter and not acting as agent
for the issuer in connection with the proposed transaction.

[OBJECT OMITTED]
                     NationsBanc Montgomery Securities LLC         5/5

<PAGE>

                           [OAKWOOD LOGO APPEARS HERE]
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS


 BOND PROFILE SUMMARY
 -----------------------------------------------------------------------------
 PERCENT OF MHP:           0       100       150       200       250       300
                                                       ---
 -----------------------------------------------------------------------------

 B2 BBB- SUB
 Price: 99-31+      Coupon: 9.1000                 Original Par:    17,894,150
 -----------------------------------------------------------------------------
 TO CALL:
 Bond Yield:            9.22      9.22      9.22      9.22      9.22      9.22
 Average Life:         10.00     10.00     10.00     10.00     10.00     10.00
 Duration:              6.32      6.32      6.32      6.32      6.32      6.32
 First Prin Pay:        5/09      5/09      5/09      5/09      5/09      5/09
 Last Prin Pay:         5/09      5/09      5/09      5/09      5/09      5/09
 ---------------------------
 TO MATURITY:
 Bond Yield:            9.22      9.23      9.23      9.23      9.23      9.23
 Average Life:         11.26     11.76     12.02     12.26     12.46     12.59
 Duration:              6.77      6.93      7.01      7.08      7.13      7.17
 First Prin Pay:        5/09      5/09      5/09      5/09      5/09      5/09
 Last Prin Pay:        11/11     12/12      9/13      6/14      5/15      4/16
 -----------------------------------------------------------------------------


NATIONSBANC MONTGOMERY SECURITIES LLC
- --------------------------------------------------------------------------------
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is for your private information and NationsBanc
Montgomery Securities LLC (the "Underwriter") is not soliciting any action based
upon it. This material is not to be construed as an offer to sell or the
solicitation of any offer to buy any security in any jurisdiction where such an
offer or solicitation would be illegal. This material is based on information
that the Underwriter considers reliable, but the Underwriter does not represent
that it is accurate or complete and it should not be relied upon as such. By
accepting this material the recipient agrees that it will not distribute or
provide the material to any other person. The information contained in this
material may pertain to securities that ultimately are not sold. The information
contained in this material may be based on assumptions regarding market
conditions and other matters as reflected herein. The Underwriter makes no
representation regarding the reasonableness of such assumptions or the
likelihood that any of such assumptions will coincide with actual market
conditions or events, and this material should not be relied upon for such
purposes. The Underwriter and its affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including all cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. Any information in the material, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you. This material is furnished solely by the Underwriter and not by the
issuer of the securities. The issuer of the securities has not prepared,
reviewed or participated in the preparation of this material, is not responsible
for the accuracy of this material and has not authorized the dissemination of
this material. The Underwriter is acting as underwriter and not acting as agent
for the issuer in connection with the proposed transaction.

[OBJECT OMITTED]
                     NationsBanc Montgomery Securities LLC         6/6



<PAGE>

                           [OAKWOOD LOGO APPEARS HERE]
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS


                        PERCENT OF PRINCIPAL OUTSTANDING OF CLASS A-1

- --------------------------------------------------------------------------------
PERCENT OF MHP                  0       100      150      200      250      300
                                                          ---

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

Initial Percent               100       100      100      100      100      100
May 15, 2000                   93        73       63       53       43       33
May 15, 2001                   86        45       25        5        0        0
May 15, 2002                   79        17        0        0        0        0
May 15, 2003                   70         0        0        0        0        0
May 15, 2004                   60         0        0        0        0        0
May 15, 2005                   50         0        0        0        0        0
May 15, 2006                   38         0        0        0        0        0
May 15, 2007                   25         0        0        0        0        0
May 15, 2008                   13         0        0        0        0        0
May 15, 2009                    0         0        0        0        0        0
May 15, 2010                    0         0        0        0        0        0
May 15, 2011                    0         0        0        0        0        0
May 15, 2012                    0         0        0        0        0        0
May 15, 2013                    0         0        0        0        0        0
May 15, 2014                    0         0        0        0        0        0
May 15, 2015                    0         0        0        0        0        0
May 15, 2016                    0         0        0        0        0        0
May 15, 2017                    0         0        0        0        0        0
May 15, 2018                    0         0        0        0        0        0
May 15, 2019                    0         0        0        0        0        0
May 15, 2020                    0         0        0        0        0        0
May 15, 2021                    0         0        0        0        0        0
May 15, 2022                    0         0        0        0        0        0
May 15, 2023                    0         0        0        0        0        0
May 15, 2024                    0         0        0        0        0        0
May 15, 2025                    0         0        0        0        0        0
May 15, 2026                    0         0        0        0        0        0
May 15, 2027                    0         0        0        0        0        0
May 15, 2028                    0         0        0        0        0        0

AVG LIFE IN YEARS:           5.68      1.85     1.38     1.10     0.91     0.78

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


NATIONSBANC MONTGOMERY SECURITIES LLC
- --------------------------------------------------------------------------------
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is for your private information and NationsBanc
Montgomery Securities LLC (the "Underwriter") is not soliciting any action based
upon it. This material is not to be construed as an offer to sell or the
solicitation of any offer to buy any security in any jurisdiction where such an
offer or solicitation would be illegal. This material is based on information
that the Underwriter considers reliable, but the Underwriter does not represent
that it is accurate or complete and it should not be relied upon as such. By
accepting this material the recipient agrees that it will not distribute or
provide the material to any other person. The information contained in this
material may pertain to securities that ultimately are not sold. The information
contained in this material may be based on assumptions regarding market
conditions and other matters as reflected herein. The Underwriter makes no
representation regarding the reasonableness of such assumptions or the
likelihood that any of such assumptions will coincide with actual market
conditions or events, and this material should not be relied upon for such
purposes. The Underwriter and its affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including all cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. Any information in the material, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you. This material is furnished solely by the Underwriter and not by the
issuer of the securities. The issuer of the securities has not prepared,
reviewed or participated in the preparation of this material, is not responsible
for the accuracy of this material and has not authorized the dissemination of
this material. The Underwriter is acting as underwriter and not acting as agent
for the issuer in connection with the proposed transaction.

[OBJECT OMITTED]
                     NationsBanc Montgomery Securities LLC         7/7

<PAGE>

                           [OAKWOOD LOGO APPEARS HERE]
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS




                  PERCENT OF PRINCIPAL OUTSTANDING OF CLASS A-2

- --------------------------------------------------------------------------------
PERCENT OF MHP                  0       100      150      200      250      300
                                                          ---

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

Initial Percent               100       100      100      100      100      100
May 15, 2000                  100       100      100      100      100      100
May 15, 2001                  100       100      100      100       83       61
May 15, 2002                  100       100       85       52       20        0
May 15, 2003                  100        87       43        3        0        0
May 15, 2004                  100        55        5        0        0        0
May 15, 2005                  100        25        0        0        0        0
May 15, 2006                  100         0        0        0        0        0
May 15, 2007                  100         0        0        0        0        0
May 15, 2008                  100         0        0        0        0        0
May 15, 2009                   99         0        0        0        0        0
May 15, 2010                   80         0        0        0        0        0
May 15, 2011                   59         0        0        0        0        0
May 15, 2012                   36         0        0        0        0        0
May 15, 2013                   10         0        0        0        0        0
May 15, 2014                    0         0        0        0        0        0
May 15, 2015                    0         0        0        0        0        0
May 15, 2016                    0         0        0        0        0        0
May 15, 2017                    0         0        0        0        0        0
May 15, 2018                    0         0        0        0        0        0
May 15, 2019                    0         0        0        0        0        0
May 15, 2020                    0         0        0        0        0        0
May 15, 2021                    0         0        0        0        0        0
May 15, 2022                    0         0        0        0        0        0
May 15, 2023                    0         0        0        0        0        0
May 15, 2024                    0         0        0        0        0        0
May 15, 2025                    0         0        0        0        0        0
May 15, 2026                    0         0        0        0        0        0
May 15, 2027                    0         0        0        0        0        0
May 15, 2028                    0         0        0        0        0        0

AVG LIFE IN YEARS:          12.37      5.23     3.90     3.10     2.57     2.20

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


NATIONSBANC MONTGOMERY SECURITIES LLC
- --------------------------------------------------------------------------------
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is for your private information and NationsBanc
Montgomery Securities LLC (the "Underwriter") is not soliciting any action based
upon it. This material is not to be construed as an offer to sell or the
solicitation of any offer to buy any security in any jurisdiction where such an
offer or solicitation would be illegal. This material is based on information
that the Underwriter considers reliable, but the Underwriter does not represent
that it is accurate or complete and it should not be relied upon as such. By
accepting this material the recipient agrees that it will not distribute or
provide the material to any other person. The information contained in this
material may pertain to securities that ultimately are not sold. The information
contained in this material may be based on assumptions regarding market
conditions and other matters as reflected herein. The Underwriter makes no
representation regarding the reasonableness of such assumptions or the
likelihood that any of such assumptions will coincide with actual market
conditions or events, and this material should not be relied upon for such
purposes. The Underwriter and its affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including all cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. Any information in the material, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you. This material is furnished solely by the Underwriter and not by the
issuer of the securities. The issuer of the securities has not prepared,
reviewed or participated in the preparation of this material, is not responsible
for the accuracy of this material and has not authorized the dissemination of
this material. The Underwriter is acting as underwriter and not acting as agent
for the issuer in connection with the proposed transaction.

[OBJECT OMITTED]
                     NationsBanc Montgomery Securities LLC         8/8

<PAGE>

                           [OAKWOOD LOGO APPEARS HERE]
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS


                  PERCENT OF PRINCIPAL OUTSTANDING OF CLASS A-3

- --------------------------------------------------------------------------------
PERCENT OF MHP                  0       100      150      200      250      300
                                                          ---

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

Initial Percent               100       100      100      100      100      100
May 15, 2000                  100       100      100      100      100      100
May 15, 2001                  100       100      100      100      100      100
May 15, 2002                  100       100      100      100      100       85
May 15, 2003                  100       100      100      100       44        0
May 15, 2004                  100       100      100       49        0        0
May 15, 2005                  100       100       69       13        0        0
May 15, 2006                  100        96       37        0        0        0
May 15, 2007                  100        68        8        0        0        0
May 15, 2008                  100        43        0        0        0        0
May 15, 2009                  100        19        0        0        0        0
May 15, 2010                  100         0        0        0        0        0
May 15, 2011                  100         0        0        0        0        0
May 15, 2012                  100         0        0        0        0        0
May 15, 2013                  100         0        0        0        0        0
May 15, 2014                   90         0        0        0        0        0
May 15, 2015                   68         0        0        0        0        0
May 15, 2016                   42         0        0        0        0        0
May 15, 2017                   14         0        0        0        0        0
May 15, 2018                    0         0        0        0        0        0
May 15, 2019                    0         0        0        0        0        0
May 15, 2020                    0         0        0        0        0        0
May 15, 2021                    0         0        0        0        0        0
May 15, 2022                    0         0        0        0        0        0
May 15, 2023                    0         0        0        0        0        0
May 15, 2024                    0         0        0        0        0        0
May 15, 2025                    0         0        0        0        0        0
May 15, 2026                    0         0        0        0        0        0
May 15, 2027                    0         0        0        0        0        0
May 15, 2028                    0         0        0        0        0        0

AVG LIFE IN YEARS:          16.69      8.81     6.67     5.10     3.98     3.39

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


NATIONSBANC MONTGOMERY SECURITIES LLC
- --------------------------------------------------------------------------------
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is for your private information and NationsBanc
Montgomery Securities LLC (the "Underwriter") is not soliciting any action based
upon it. This material is not to be construed as an offer to sell or the
solicitation of any offer to buy any security in any jurisdiction where such an
offer or solicitation would be illegal. This material is based on information
that the Underwriter considers reliable, but the Underwriter does not represent
that it is accurate or complete and it should not be relied upon as such. By
accepting this material the recipient agrees that it will not distribute or
provide the material to any other person. The information contained in this
material may pertain to securities that ultimately are not sold. The information
contained in this material may be based on assumptions regarding market
conditions and other matters as reflected herein. The Underwriter makes no
representation regarding the reasonableness of such assumptions or the
likelihood that any of such assumptions will coincide with actual market
conditions or events, and this material should not be relied upon for such
purposes. The Underwriter and its affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including all cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. Any information in the material, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you. This material is furnished solely by the Underwriter and not by the
issuer of the securities. The issuer of the securities has not prepared,
reviewed or participated in the preparation of this material, is not responsible
for the accuracy of this material and has not authorized the dissemination of
this material. The Underwriter is acting as underwriter and not acting as agent
for the issuer in connection with the proposed transaction.

[OBJECT OMITTED]
                     NationsBanc Montgomery Securities LLC         9/9

<PAGE>

                           [OAKWOOD LOGO APPEARS HERE]
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS




                  PERCENT OF PRINCIPAL OUTSTANDING OF CLASS A-4

- --------------------------------------------------------------------------------
PERCENT OF MHP                  0       100      150      200      250      300
                                                          ---

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

Initial Percent               100       100      100      100      100      100
May 15, 2000                  100       100      100      100      100      100
May 15, 2001                  100       100      100      100      100      100
May 15, 2002                  100       100      100      100      100      100
May 15, 2003                  100       100      100      100      100       94
May 15, 2004                  100       100      100      100       93       66
May 15, 2005                  100       100      100      100       77       52
May 15, 2006                  100       100      100       91       63       41
May 15, 2007                  100       100      100       76       49       28
May 15, 2008                  100       100       91       61       36       19
May 15, 2009                  100       100       78       49       26       11
May 15, 2010                  100        98       68       41       21        9
May 15, 2011                  100        87       58       34       17        7
May 15, 2012                  100        77       49       28       13        5
May 15, 2013                  100        65       41       23       11        4
May 15, 2014                  100        56       34       19        8        3
May 15, 2015                  100        47       27       14        7        2
May 15, 2016                  100        39       21       10        4        2
May 15, 2017                  100        31       15        6        2        0
May 15, 2018                   91        23       10        3        0        0
May 15, 2019                   78        17        5        0        0        0
May 15, 2020                   69        12        2        0        0        0
May 15, 2021                   58         8        0        0        0        0
May 15, 2022                   47         3        0        0        0        0
May 15, 2023                   34         0        0        0        0        0
May 15, 2024                   23         0        0        0        0        0
May 15, 2025                   14         0        0        0        0        0
May 15, 2026                    5         0        0        0        0        0
May 15, 2027                    0         0        0        0        0        0
May 15, 2028                    0         0        0        0        0        0

AVG LIFE IN YEARS:          22.74     16.17    13.55    11.07     8.83     6.95

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


NATIONSBANC MONTGOMERY SECURITIES LLC
- --------------------------------------------------------------------------------
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is for your private information and NationsBanc
Montgomery Securities LLC (the "Underwriter") is not soliciting any action based
upon it. This material is not to be construed as an offer to sell or the
solicitation of any offer to buy any security in any jurisdiction where such an
offer or solicitation would be illegal. This material is based on information
that the Underwriter considers reliable, but the Underwriter does not represent
that it is accurate or complete and it should not be relied upon as such. By
accepting this material the recipient agrees that it will not distribute or
provide the material to any other person. The information contained in this
material may pertain to securities that ultimately are not sold. The information
contained in this material may be based on assumptions regarding market
conditions and other matters as reflected herein. The Underwriter makes no
representation regarding the reasonableness of such assumptions or the
likelihood that any of such assumptions will coincide with actual market
conditions or events, and this material should not be relied upon for such
purposes. The Underwriter and its affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including all cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. Any information in the material, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you. This material is furnished solely by the Underwriter and not by the
issuer of the securities. The issuer of the securities has not prepared,
reviewed or participated in the preparation of this material, is not responsible
for the accuracy of this material and has not authorized the dissemination of
this material. The Underwriter is acting as underwriter and not acting as agent
for the issuer in connection with the proposed transaction.

[OBJECT OMITTED]
                     NationsBanc Montgomery Securities LLC         10/10

<PAGE>
                           [OAKWOOD LOGO APPEARS HERE]
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS




NATIONSBANC MONTGOMERY SECURITIES LLC
- --------------------------------------------------------------------------------
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is for your private information and NationsBanc
Montgomery Securities LLC (the "Underwriter") is not soliciting any action based
upon it. This material is not to be construed as an offer to sell or the
solicitation of any offer to buy any security in any jurisdiction where such an
offer or solicitation would be illegal. This material is based on information
that the Underwriter considers reliable, but the Underwriter does not represent
that it is accurate or complete and it should not be relied upon as such. By
accepting this material the recipient agrees that it will not distribute or
provide the material to any other person. The information contained in this
material may pertain to securities that ultimately are not sold. The information
contained in this material may be based on assumptions regarding market
conditions and other matters as reflected herein. The Underwriter makes no
representation regarding the reasonableness of such assumptions or the
likelihood that any of such assumptions will coincide with actual market
conditions or events, and this material should not be relied upon for such
purposes. The Underwriter and its affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including all cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. Any information in the material, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you. This material is furnished solely by the Underwriter and not by the
issuer of the securities. The issuer of the securities has not prepared,
reviewed or participated in the preparation of this material, is not responsible
for the accuracy of this material and has not authorized the dissemination of
this material. The Underwriter is acting as underwriter and not acting as agent
for the issuer in connection with the proposed transaction.

[OBJECT OMITTED]
                     NationsBanc Montgomery Securities LLC         11/11



<PAGE>
                           [OAKWOOD LOGO APPEARS HERE]
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS



                  PERCENT OF PRINCIPAL OUTSTANDING OF CLASS M-1

- --------------------------------------------------------------------------------
PERCENT OF MHP                  0       100      150      200      250      300
                                                          ---

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

Initial Percent               100       100      100      100      100      100
May 15, 2000                  100       100      100      100      100      100
May 15, 2001                  100       100      100      100      100      100
May 15, 2002                  100       100      100      100      100      100
May 15, 2003                  100       100      100      100      100      100
May 15, 2004                  100       100      100       93       91       89
May 15, 2005                  100       100       90       79       75       71
May 15, 2006                  100        98       79       67       62       56
May 15, 2007                  100        89       70       57       48       39
May 15, 2008                  100        81       61       46       36       25
May 15, 2009                  100        73       52       36       26       15
May 15, 2010                  100        65       45       30       21       12
May 15, 2011                  100        58       39       25       17        9
May 15, 2012                  100        51       33       21       13        7
May 15, 2013                  100        43       28       17       10        5
May 15, 2014                   96        37       23       14        8        4
May 15, 2015                   88        31       18       10        6        3
May 15, 2016                   80        26       14        7        4        2
May 15, 2017                   71        20       10        4        2        1
May 15, 2018                   60        15        6        2        0        0
May 15, 2019                   51        11        4        0        0        0
May 15, 2020                   45         8        2        0        0        0
May 15, 2021                   39         5        0        0        0        0
May 15, 2022                   31         2        0        0        0        0
May 15, 2023                   23         0        0        0        0        0
May 15, 2024                   15         0        0        0        0        0
May 15, 2025                    9         0        0        0        0        0
May 15, 2026                    3         0        0        0        0        0
May 15, 2027                    0         0        0        0        0        0
May 15, 2028                    0         0        0        0        0        0

AVG LIFE IN YEARS:          20.67     13.70    11.28     9.64     8.74     7.94

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


NATIONSBANC MONTGOMERY SECURITIES LLC
- --------------------------------------------------------------------------------
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is for your private information and NationsBanc
Montgomery Securities LLC (the "Underwriter") is not soliciting any action based
upon it. This material is not to be construed as an offer to sell or the
solicitation of any offer to buy any security in any jurisdiction where such an
offer or solicitation would be illegal. This material is based on information
that the Underwriter considers reliable, but the Underwriter does not represent
that it is accurate or complete and it should not be relied upon as such. By
accepting this material the recipient agrees that it will not distribute or
provide the material to any other person. The information contained in this
material may pertain to securities that ultimately are not sold. The information
contained in this material may be based on assumptions regarding market
conditions and other matters as reflected herein. The Underwriter makes no
representation regarding the reasonableness of such assumptions or the
likelihood that any of such assumptions will coincide with actual market
conditions or events, and this material should not be relied upon for such
purposes. The Underwriter and its affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including all cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. Any information in the material, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you. This material is furnished solely by the Underwriter and not by the
issuer of the securities. The issuer of the securities has not prepared,
reviewed or participated in the preparation of this material, is not responsible
for the accuracy of this material and has not authorized the dissemination of
this material. The Underwriter is acting as underwriter and not acting as agent
for the issuer in connection with the proposed transaction.

[OBJECT OMITTED]
                     NationsBanc Montgomery Securities LLC         12/12


<PAGE>
                           [OAKWOOD LOGO APPEARS HERE]
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS



                  PERCENT OF PRINCIPAL OUTSTANDING OF CLASS M-2

- --------------------------------------------------------------------------------
PERCENT OF MHP                  0       100      150      200      250      300
                                                          ---

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

Initial Percent               100       100      100      100      100      100
May 15, 2000                  100       100      100      100      100      100
May 15, 2001                  100       100      100      100      100      100
May 15, 2002                  100       100      100      100      100      100
May 15, 2003                  100       100      100      100      100      100
May 15, 2004                  100       100      100       93       91       89
May 15, 2005                  100       100       90       79       75       71
May 15, 2006                  100        98       79       67       62       56
May 15, 2007                  100        89       70       57       48       39
May 15, 2008                  100        81       61       46       36       25
May 15, 2009                  100        73       52       36       26       15
May 15, 2010                  100        65       45       30       21       12
May 15, 2011                  100        58       39       25       17        9
May 15, 2012                  100        51       33       21       13        7
May 15, 2013                  100        43       28       17       10        5
May 15, 2014                   96        37       23       14        8        4
May 15, 2015                   88        31       18       10        6        3
May 15, 2016                   80        26       14        7        4        2
May 15, 2017                   71        20       10        4        2        1
May 15, 2018                   60        15        6        2        0        0
May 15, 2019                   51        11        4        0        0        0
May 15, 2020                   45         8        2        0        0        0
May 15, 2021                   39         5        0        0        0        0
May 15, 2022                   31         2        0        0        0        0
May 15, 2023                   23         0        0        0        0        0
May 15, 2024                   15         0        0        0        0        0
May 15, 2025                    9         0        0        0        0        0
May 15, 2026                    3         0        0        0        0        0
May 15, 2027                    0         0        0        0        0        0
May 15, 2028                    0         0        0        0        0        0

AVG LIFE IN YEARS:          20.67     13.70    11.28     9.64     8.74     7.94

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


NATIONSBANC MONTGOMERY SECURITIES LLC
- --------------------------------------------------------------------------------
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is for your private information and NationsBanc
Montgomery Securities LLC (the "Underwriter") is not soliciting any action based
upon it. This material is not to be construed as an offer to sell or the
solicitation of any offer to buy any security in any jurisdiction where such an
offer or solicitation would be illegal. This material is based on information
that the Underwriter considers reliable, but the Underwriter does not represent
that it is accurate or complete and it should not be relied upon as such. By
accepting this material the recipient agrees that it will not distribute or
provide the material to any other person. The information contained in this
material may pertain to securities that ultimately are not sold. The information
contained in this material may be based on assumptions regarding market
conditions and other matters as reflected herein. The Underwriter makes no
representation regarding the reasonableness of such assumptions or the
likelihood that any of such assumptions will coincide with actual market
conditions or events, and this material should not be relied upon for such
purposes. The Underwriter and its affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including all cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. Any information in the material, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you. This material is furnished solely by the Underwriter and not by the
issuer of the securities. The issuer of the securities has not prepared,
reviewed or participated in the preparation of this material, is not responsible
for the accuracy of this material and has not authorized the dissemination of
this material. The Underwriter is acting as underwriter and not acting as agent
for the issuer in connection with the proposed transaction.

[OBJECT OMITTED]
                     NationsBanc Montgomery Securities LLC         13/13


<PAGE>
                           [OAKWOOD LOGO APPEARS HERE]
             OAKWOOD SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES,
                                  SERIES 1999-B
                             COMPUTATIONAL MATERIALS



                  PERCENT OF PRINCIPAL OUTSTANDING OF CLASS B-1

- --------------------------------------------------------------------------------
PERCENT OF MHP                  0       100      150      200      250      300
                                                          ---

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

Initial Percent               100       100      100      100      100      100
May 15, 2000                  100       100      100      100      100      100
May 15, 2001                  100       100      100      100      100      100
May 15, 2002                  100       100      100      100      100      100
May 15, 2003                  100       100      100      100      100      100
May 15, 2004                  100       100      100       82       78       75
May 15, 2005                  100       100       77       50       40       31
May 15, 2006                  100        96       51       22        8        0
May 15, 2007                  100        74       27        0        0        0
May 15, 2008                  100        54        7        0        0        0
May 15, 2009                  100        36        0        0        0        0
May 15, 2010                  100        32        0        0        0        0
May 15, 2011                  100        29        0        0        0        0
May 15, 2012                  100        25        0        0        0        0
May 15, 2013                  100        22        0        0        0        0
May 15, 2014                   96        19        0        0        0        0
May 15, 2015                   88        16        0        0        0        0
May 15, 2016                   80        13        0        0        0        0
May 15, 2017                   71        10        0        0        0        0
May 15, 2018                   60         8        0        0        0        0
May 15, 2019                   51         5        0        0        0        0
May 15, 2020                   45         4        0        0        0        0
May 15, 2021                   39         3        0        0        0        0
May 15, 2022                   31         1        0        0        0        0
May 15, 2023                   23         0        0        0        0        0
May 15, 2024                   15         0        0        0        0        0
May 15, 2025                    9         0        0        0        0        0
May 15, 2026                    3         0        0        0        0        0
May 15, 2027                    0         0        0        0        0        0
May 15, 2028                    0         0        0        0        0        0

AVG LIFE IN YEARS:          20.67     11.01     7.15     6.11     5.83     5.63

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



NATIONSBANC MONTGOMERY SECURITIES LLC
- --------------------------------------------------------------------------------
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is for your private information and NationsBanc
Montgomery Securities LLC (the "Underwriter") is not soliciting any action based
upon it. This material is not to be construed as an offer to sell or the
solicitation of any offer to buy any security in any jurisdiction where such an
offer or solicitation would be illegal. This material is based on information
that the Underwriter considers reliable, but the Underwriter does not represent
that it is accurate or complete and it should not be relied upon as such. By
accepting this material the recipient agrees that it will not distribute or
provide the material to any other person. The information contained in this
material may pertain to securities that ultimately are not sold. The information
contained in this material may be based on assumptions regarding market
conditions and other matters as reflected herein. The Underwriter makes no
representation regarding the reasonableness of such assumptions or the
likelihood that any of such assumptions will coincide with actual market
conditions or events, and this material should not be relied upon for such
purposes. The Underwriter and its affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including all cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. Any information in the material, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you. This material is furnished solely by the Underwriter and not by the
issuer of the securities. The issuer of the securities has not prepared,
reviewed or participated in the preparation of this material, is not responsible
for the accuracy of this material and has not authorized the dissemination of
this material. The Underwriter is acting as underwriter and not acting as agent
for the issuer in connection with the proposed transaction.

[OBJECT OMITTED]
                     NationsBanc Montgomery Securities LLC         14/14



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