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                                                                   Exhibit 99(m)

                                                       ENTERED
                                                   APR 05 1999
                                                CLERK'S OFFICE
                                         U.S. BANKRUPTCY COURT
                                          DISTRICT OF MARYLAND
                                                     GREENBELT
                                          [STAMP OF THE COURT]



                      IN THE UNITED STATES BANKRUPTCY COURT
                          FOR THE DISTRICT OF MARYLAND
                              (Greenbelt Division)


In re:                                 *

CRIIMI MAE INC., et al.,               *        Bankruptcy Nos. 98-2-3115-DK
                                                through 98-2-3117-DK
                  Debtors.             *               (Chapter 11)
                                                (Jointly Administered)
                                       *

  *          *       *        *        *        *        *       *        *


                              STIPULATION AND ORDER
                    REGARDING PROCEEDS RECEIVED BY THE DEBTOR
                     FROM THE SALE OF CERTAIN TRIPLE B BONDS


                  It is hereby  stipulated  and agreed by and between CRIIMI MAE
Inc. (the "Debtor" or "CMI") and the Official  Committee of Unsecured  Creditors
of CMI (the "Unsecured Committee") as follows:

                  1. The Debtor  agrees  that all  proceeds  received by it from
Salomon Smith Barney Inc.  ("SSB") from SSB's sale of certain Triple B Bonds (as
that term is defined in the Stipulation and Consent Order


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Regarding Sale of Certain Triple B Bonds entered herein contemporaneously
herewith,  hereinafter  referred to as the "SSB  Stipulation and Consent Order")
shall be deposited by the Debtor in a  segregated,  interest-bearing  account or
other investment of funds acceptable to the Debtor, the Unsecured  Committee and
the  Official   Committee  of  Equity  Security  Holders  of  CMI  (the  "Equity
Committee").  Such proceeds, together with all earnings thereon, are hereinafter
referred to as the "SSB Net Proceeds."

                  2. The SSB Net Proceeds can be used by the Debtor for purposes
of funding its Chapter 11 plan of reorganization.

                  3. Subject to the provisions of paragraph 4 hereof, the Debtor
agrees to give the Unsecured Committee and the Equity Committee not less than 30
days prior written  notice  through their  respective  counsel before the Debtor
uses any of the SSB Net  Proceeds  in any  manner  except  for  Chapter  11 plan
purposes as provided in paragraph 2 above.

                  4. Except for plan  purposes as provided in paragraph 2 above,
the Debtor agrees not to use any of the SSB Net Proceeds  without the consent of
the Unsecured Committee and the Equity Committee for the following purposes: (i)
originating commercial mortgage loans, (ii)

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purchasing mortgage loans or mortgage-backed securities, or (iii) payment of 
dividends.

/s/ RICHARD L. WASSERMAN                 /s/ DANIEL M. LEWIS/RLW WITH PERMISSION
---------------------------              ---------------------------------------
Richard L. Wasserman, Esquire            Daniel M. Lewis, Esquire
Federal Bar No. 02784                    Arnold & Porter
Venable, Baetjer and Howard, LLP         Thurman Arnold Building
1800 Mercantile Bank & Trust Bldg.       555 Twelfth Street, N.W.
2 Hopkins Plaza                          Washington, D.C. 200004-1202
Baltimore, Maryland 21201                202-942-5000
410-244-7400
                                         Counsel for the Official
Co-Counsel for CRIIMI MAE Inc.           Committee of Unsecured
                                         Creditors of CMI


                  The foregoing Stipulation is hereby SO ORDERED this 2nd day of
April, 1999.

                                 /s/ DUNCAN W. KEIR
                                 ------------------
                                 DUNCAN W. KEIR
                                 United States Bankruptcy Judge

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