[LETTERHEAD OF ERNST & YOUNG LLP]

                        REPORT OF INDEPENDENT ACCOUNTANTS

Mr. Andrew D. Woodward
President
BankAmerica Mortgage, a Division of Bank of America, FSB

We have examined management's assertion, included in the accompanying report
titled Report of Management, that Bank of America FSB (the Company) complied
with the minimum servicing standards set forth in the Mortgage Bankers
Association of America's Uniform Single Attestation Program for Mortgage Bankers
(USAP) during the year ended December 31, 1998. Management is responsible for
the Company's compliance with those requirements. Our responsibility is to
express an opinion on management's assertion about the Company's compliance
based on our examination.

Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination on the
Company's compliance with specified requirements.

In our opinion, management's assertion, that the Company complied with the
aforementioned requirements during the year ended December 31, 1998, is fairly
stated, in all material respects.

/s/ Ernst & Young LLP

January 29, 1999

<PAGE>

                   [LETTERHEAD OF BANK OF AMERICA CORPORATION]

                              REPORT OF MANAGEMENT

We, as members of management of Bank of America, FSB (the Company), are
responsible for complying with the minimum servicing standards as set forth in
the Mortgage Bankers Association of America's Uniform Single Attestation Program
for Mortgage Bankers (USAP). We are also responsible for establishing and
maintaining effective internal control over compliance with these standards. We
have performed an evaluation of the Company's compliance with the minimum
servicing standards as set forth in the USAP as of December 31, 1998 and for the
year then ended. Based on this evaluation, we assert that during the year ended
December 31, 1998, the Company complied, in all material respects, with the
minimum servicing standards set forth in the USAP.

As of December 31, 1998, the Company had in effect a fidelity bond and errors
and omissions policy in the amount of $249.9 million and $250.0 million,
respectively.


/s/ Andrew D. Woodward, Jr.              /s/ Denise C. Sawyer
---------------------------              --------------------
Andrew D. Woodward, Jr.                  Denise C. Sawyer
President                                Executive Vice President and
BankAmerica Mortgage, a Division           Chief Financial Officer
   of Bank of America NT&SA              BankAmerica Mortgage, a
                                         Division
                                            of Bank of America NT&SA


/s/ Gary K. Bettin                       /s/ Donald J. Atkins
------------------                       --------------------
Gary K. Bettin                           Donald J. Atkins
Senior Vice President and                Executive Vice President and
   Director of Operations                   Servicing Director
BankAmerica Mortgage, a Division         BankAmerica Mortgage, a
  of Bank of America NT&SA               Division
                                            of Bank of America, FSB


/s/ Brian D. Shea
-----------------
Brian D. Shea
Senior Vice President and
   Servicing Manager
BankAmerica Mortgage, a Division
   of Bank of America, FSB

<PAGE>

                   [LETTERHEAD OF PRICEWATERHOUSECOOPERS LLP]

                        REPORT OF INDEPENDENT ACCOUNTANTS

March 12, 1999

To the Board of Directors and Shareholder
of NationsBanc Mortgage Corporation

We have examined management's assertion about NationsBanc Mortgage Corporation's
(the "Company") compliance with the minimum servicing standards (the
"Standards") identified in the Mortgage Bankers Association of America's Uniform
Single Attestation Program for Mortgage Bankers ("USAP") as of an for the year
ended December 31, 1998 included in the accompanying management assertion,
attached hereto as Exhibit I. Management is responsible for the Company's
compliance with the Standards. Our responsibility is to express an opinion on
management's assertion about the Company's compliance based on our examination.

Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
Standards and performing such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion. Our examination does not provide a legal determination on the
Company's compliance with the Standards.

In our opinion, management's assertion that, except as indicated in Exhibit I,
the Company complied with the aforementioned Standards as of and for the year
ended December 31, 1998 is fairly stated, in all materials respects.

/s/ PricewaterhouseCoopers LLP

<PAGE>

                         [LETTERHEAD OF BANK OF AMERICA]

                                                                       EXHIBIT I

                  MANAGEMENT'S ASSERTION CONCERNING COMPLIANCE
                    WITH THE USAP MINIMUM SERVICING STANDARDS

March 12, 1999

As of and for the year ended December 31, 1998, except as specifically noted
below, NationsBanc Mortgage Corporation (the "Company"), a wholly-owned indirect
subsidiary of BankAmerica Corporation (the "Corporation"), has complied in all
material respects with the minimum servicing standards (the "Standard(s)") set
forth in the Mortgage Bankers Association of America's Uniform Single
Attestation Program for Mortgage Bankers ("USAP"). During the year ended
December 31, 1998, the Company's Louisville, Kentucky servicing operations
continued to experience significant changes as a result of the acquisition of
Boatmen's National Mortgage, Inc. ("Boatmen's") in 1997. As a result, certain
instances of noncompliance with the Standards occurred. Except as specifically
noted, the following instances of noncompliance have been remedied and
procedural enhancements continue to be implemented.

o     Standard: Custodial bank account and related bank clearing account
      reconciliations shall be prepared within forty-five (45) calendar days
      after the cutoff date and documented reconciling items shall be resolved
      from these reconciliations within ninety (90) calendar days of their
      original identification.

      Certain reconciling items which arose during the year ended December 31,
      1998, primarily occurring in custodial accounts related to certain real
      estate mortgage investment conduits acquired from Boatmen's (collectively,
      the "REMICs"), were not always cleared within 90 days of identification.
      Management has taken appropriate measures and has continued to follow an
      action plan to resolve all outstanding reconciling items which arose
      during the year ended December 31, 1998. All significant reconciling items
      which arose from January 1, 1998 through December 31, 1998 have been
      isolated and reviewed by the Company, and the Company believes these items
      will not have a material impact on the status of any custodial accounts.

o     Standard: The servicing entity's investor reports shall agree with, or
      reconcile to, investor's records on a monthly basis as to the total unpaid
      principal balance and number of loans serviced by the servicing entity.

      For a selection of securitized loan portfolios, primarily the REMICs, the
      Company's investor reports did not agree with the investor's records on a
      monthly basis at one or more times during the year ended December 31,
      1998. Management has isolated these differences and acknowledges the some
      of the differences were due to events and circumstances outside the
      Company's control. Management has implemented an action plan and is
      continuing to resolve these differences with the REMIC investors.

<PAGE>

Management has taken definitive actions and implemented procedures and controls
to address and correct the instances of noncompliance which occurred during
1998.

As of and for the year ended, December 31, 1998, NationsBanc Mortgage
Corporation was covered by the Corporation's fidelity bond insurance coverage
and mortgage servicing errors and omissions insurance coverage in the amounts of
$249,900,000 and $250,000,000, respectively.


/s/ Andrew D. Woodward, Jr.              /s/ J. Mark Hanson
---------------------------              ------------------
Andrew D. Woodward, Jr.                  J. Mark Hanson
President                                Senior Vice President and Servicing
NationsBanc Mortgage Corporation         Director
                                         NationsBanc Mortgage Corporation


/s/ Denise C. Sawyer                     /s/ H. Randall Chestnut
--------------------                     -----------------------
Denise C. Sawyer                         H. Randall Chestnut
Executive Vice President and             Senior Vice President and Servicing
Chief Financial Officer                  Director
NationsBanc Mortgage Corporation         NationsBanc Mortgage Corporation


/s/ Gary K. Bettin
------------------
Gary K. Bettin
Senior Vice President and Director
of Mortgage Operations
NationsBanc Mortgage Corporation

<PAGE>

                   [LETTERHEAD OF PRICEWATERHOUSECOOPERS LLP]

                        REPORT OF INDEPENDENT ACCOUNTANTS

February 28, 2000

To the Board of Directors and Shareholder
of Bank of America, N.A.

We have examined management's assertion about compliance by BA Mortgage, LLC and
the Mortgage division of Bank of America, N.A. (collectively, the "Company"),
which together comprise an operating division of Bank of America, N.A., with the
minimum servicing standards (the "Standards") identified in the Mortgage Bankers
Association of America's Uniform Single Attestation Program for Mortgage Bankers
("USAP") as of and for the year ended December 31, 1999 included in the
accompanying management assertion, attached hereto as Exhibit I. Management is
responsible for the Company's compliance with the Standards. Our responsibility
is to express an opinion on management's assertion about the Company's
compliance based on our examination.

Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
Standards and performing such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion. Our examination does not provide a legal determination on the
Company's compliance with the Standards.

In our opinion, management's assertion that, except as indicated in Exhibit I,
the Company complied with the aforementioned Standards as of and for the year
ended December 31, 1999 is fairly stated, in all material aspects.

/s/ PricewaterhouseCoopers LLP

<PAGE>

                   [LETTERHEAD OF BANK OF AMERICA CORPORATION]

                                                                       EXHIBIT I

                  MANAGEMENT'S ASSERTION CONCERNING COMPLIANCE
                    WITH THE USAP MINIMUM SERVICING STANDARDS

February 28, 2000

As of and for the year ended December 31, 1999, except as specifically noted
below, BA Mortgage, LLC and the Mortgage division of Bank of America, N.A.
(collectively, the "Company"), which together comprise an operating division of
Bank of America, N.A., has complied in all material respects with the minimum
servicing standards (the "Standard(s)") set forth in the Mortgage Bankers
Association of America's Uniform Single Attestation Program for Mortgage Bankers
("USAP"). During the year ended December 31, 1999, the Company's Louisville,
Kentucky servicing operations continued to experience significant changes as a
result of the acquisition of Boatmen's National Mortgage, Inc. ("Boatmen's"). As
a result, certain instance of noncompliance with the Standards occurred. Except
as specifically noted, the following instance of noncompliance have been
remedied and procedural enhancements continue to be implemented.

o     Standard: Custodial bank account and related bank clearing account
      reconciliations shall be prepared within forty-five (45) calendar days
      after the cutoff date and documented reconciling items shall be resolved
      from these reconciliations within ninety (90) calendar days of their
      original identification.

      Certain reconciling items which arose prior to December 31, 1999, and
      occurred solely in custodial accounts related to certain real estate
      mortgage investment conduits acquired from Boatmen's, were not cleared
      within 90 days of identification. Management has taken appropriate
      measures and has continued to follow an action plan to resolve all
      outstanding reconciling items which arose during the year ended December
      31, 1999. All significant reconciling items which arose from January 1,
      1999 through December 31, 1999 have been isolated and reviewed by the
      Company, and the Company believes these items will not have a material
      impact on the status of any custodial accounts.

Management has taken definitive actions and implemented procedures and controls
to address and correct the instance of noncompliance which occurred during 1999.

As of and for the year ended December 31, 1999, the Company was covered by Bank
of America Corporation's fidelity bond insurance coverage and mortgage servicing
errors and omissions insurance coverage in the amounts of $275,000,000 and
$275,00,000, respectively.


/s/ Andrew D. Woodward, Jr.         /s/ Daniel F. Hellams
---------------------------         ---------------------
Andrew D. Woodward, Jr.             Daniel F. Hellams
Chairman                            President
Bank of America Mortgage            Bank of America Mortgage

<PAGE>

/s/ Denise C. Sawyer                /s/ Gary K. Bettin
--------------------                ------------------
Denise C. Sawyer                    Gary K. Bettin
Chief Financial Officer             Loan Administration Executive
Bank of America Mortgage            Bank of America Mortgage


/s/ J. Mark Hanson                  /s/ H. Randall Chestnut
------------------                  -----------------------
J. Mark Hanson                      H. Randall Chestnut
Senior Vice President               Senior Vice President
Bank of America Mortgage            Bank of America Mortgage


                                    /s/ Donald J. Atkins
                                    --------------------
                                    Donald J. Atkins
                                    Executive Vice President
                                    Bank of America Mortgage

<PAGE>

                     [LETTER OF PRICEWATERHOUSECOOPERS LLP]

                        REPORT OF INDEPENDENT ACCOUNTANTS

To the Board of Directors and Shareholder
of Bank of America, N.A.

We have examined management's assertion about compliance by BA Mortgage, LLC and
the mortgage division of Bank of America, N.A. (collectively the "Company"),
which together comprise an operating division of Bank of America, N.A., with the
minimum servicing standards identified in the Mortgage Bankers Association of
America's Uniform Single Attestation Program for Mortgage Bankers ("USAP") as of
and for the year ended December 31, 2000 included in the accompanying management
assertion (see Exhibit I). Management is responsible for the Company's
compliance with those minimum servicing standards. Our responsibility is to
express an opinion on management's assertion about the Company's compliance
based on our examination.

Our examination was made in accordance with attestation standards established by
the American Institute of Certified Public Accountants and, accordingly,
included examining, on a test basis, evidence about the Company's compliance
with the minimum servicing standards and performing such other procedures as we
considered necessary in the circumstances. We believe that our examination
provides a reasonable basis for our opinion. Our examination does not provide a
legal determination on the Company's compliance with the minimum servicing
standards.

In our opinion, management's assertion that the Company complied with the
aforementioned minimum servicing standards as of and for the year ended December
31, 2000 is fairly stated, in all material respects.

/s/ PricewaterhouseCoopers LLP

January 25, 2001

<PAGE>

                         [LETTERHEAD OF BANK OF AMERICA]

                                                                       EXHIBIT I

                  MANAGEMENT'S ASSERTION CONCERNING COMPLIANCE
                    WITH THE USAP MINIMUM SERVICING STANDARDS

January 25, 2001

As of and for the year ended December 31, 2000, except as specifically noted
below, BA Mortgage, LLC and the Mortgage division of Bank of America, N.A.
(collectively, the "Company"), which together comprise an operating division of
Bank of America, N.A., has complied in all material respects with the minimum
servicing standards (the "Standards") set forth in the Mortgage Bankers
Association of America's Uniform Single Attestation Program for Mortgage Bankers
("USAP"). During the year ended December 31, 2000, the following instance of
noncompliance with the Standards occurred; however, this instance has been
remedied and procedural enhancements continue to be implemented.

o     Standard: Custodial bank account and related bank clearing account
      reconciliations shall be prepared within forty-five (45) calendar days
      after the cutoff date and documented reconciling items shall be resolved
      from these reconciliations within ninety (90) calendar days of their
      original identification.

      During the year ended December 31, 2000, management continued to isolate
      and review reconciling items in custodial accounts related to certain real
      estate mortgage investment conduits. For the months January through May,
      reconciling items had been outstanding for more than 90 days; as of
      December 31, 2000, no reconciling items had been outstanding for more than
      90 days.

Management has taken definitive actions and implemented procedures and controls
to address and correct the instance of noncompliance which occurred during 2000.

As of and for the year ended December 31, 2000, the Company was covered by Bank
of America Corporation's fidelity bond insurance coverage and mortgage servicing
errors and omissions insurance coverage in the amounts of $275,000,000 and
$275,000,0000, respectively.


/s/ Kevin M. Shannon                /s/ Daniel F. Hellams
--------------------                ---------------------
Kevin M. Shannon                    Daniel F. Hellams
President                           President
Consumer Real Estate                Bank of America Mortgage


/s/ Denise C. Sawyer                /s/ Gary K. Bettin
--------------------                ------------------
Denise C. Sawyer                    Gary K. Bettin
Chief Financial Officer             Consumer Real Estate
Bank of America Mortgage            Loan Administration Executive
                                    Bank of America Mortgage

<PAGE>

/s/ J. Mark Hanson                  /s/ H. Randall Chestnut
------------------                  -----------------------
J. Mark Hanson                      H. Randall Chestnut
Senior Vice President               Senior Vice President
Bank of America Mortgage            Bank of America Mortgage


/s/ Jeanne Bader
----------------
Jeanne Bader
Senior Vice President
Bank of America Mortgage

<PAGE>

                     [LETTER OF PRICEWATERHOUSECOOPERS LLP]

                        REPORT OF INDEPENDENT ACCOUNTANTS

To the Board of Directors and Shareholder
of Bank of America, N.A.

We have examined management's assertion about compliance by BA Mortgage, LLC and
the Mortgage division of Bank of America, N.A. (collectively the "Company"),
which together comprise an operating division of Bank of America, N.A., with the
minimum servicing standards (the "Standards") identified in the Mortgage Bankers
Association of America's Uniform Single Attestation Program for Mortgage Bankers
("USAP") as of and for the year ended December 31, 2001 included in the
accompanying management assertion (see Exhibit I). Management is responsible for
the Company's compliance with the Standards. Our responsibility is to express an
opinion on management's assertion about the Company's compliance based on our
examination.

Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
Standards and performing such other procedures as we considered necessary in the
circumstances. We believe that our examination provides a reasonable basis for
our opinion. Our examination does not provide a legal determination on the
Company's compliance with the Standards.

In our opinion, management's assertion that the Company complied with the
aforementioned Standards as of and for the year ended December 31, 2001 is
fairly stated, in all material respects.

/s/ PricewaterhouseCoopers LLP

March 15, 2002

<PAGE>

                         [LETTERHEAD OF BANK OF AMERICA]

                                                                       EXHIBIT I

                  MANAGEMENT'S ASSERTION CONCERNING COMPLIANCE
                      WITH USAP MINIMUM SERVICING STANDARDS

March 15, 2002

As of and for the year ended December 31, 2001, BA Mortgage, LLC, and the
Mortgage division of Bank of America, N.A. (collectively, the "Company"), which
together comprise an operating division of Bank of America, N.A., has complied
in all material respects with the minimum servicing standards set forth in the
Mortgage Bankers Association of America's Uniform Single Attestation Program for
Mortgage Bankers ("USAP").

As of and for this same period, the Company has in effect a fidelity bond and
errors and omissions policy in the amounts of $300,000,000 and $300,000,0000,
respectively.


/s/ Kevin M. Shannon                /s/ Daniel F. Hellams
--------------------                ---------------------
Kevin M. Shannon                    Daniel F. Hellams
President                           President
Consumer Real Estate                Bank of America Mortgage


/s/ David H. Rupp                   /s/ Gary K. Bettin
-----------------                   ------------------
David H. Rupp                       Gary K. Bettin
Senior Vice President               Senior Vice President and
Bank of America Mortgage Finance    National Servicing Executive
                                    Bank of America Mortgage


/s/ J. Mark Hanson                  /s/ H. Randall Chestnut
------------------                  -----------------------
J. Mark Hanson                      H. Randall Chestnut
Senior Vice President               Senior Vice President
Bank of America Mortgage            Bank of America Mortgage