National Mortgage Corporation

March 21, 1998

7600 E Orchard Road, Suite 330 S
Englewood, Colorado 80111
Office: (303) 721-7211
(800) 524-1712
Fax: (303) 741-8134

Norwest Bank Minnesota
11000 Broken Land Parkway
Columbia, MD 21044
Attn.: Master Servicing

RE: Officer's Certificate

Dear Master Servicer:

The undersigned Officer certifies the following for the 1997 fiscal year:

(A) I have reviewed the  activities and  performance of the Servicer  during the
preceding  fiscal  year  under  the  terms  of the  Servicing  Agreement,  Trust
Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer Guide and to
the best of these  Officers'  knowledge,  the Servicer has  fulfilled all of its
duties, responsibilities,  or obligations under these Agreements throughout such
year,  or if there has been a default or failure of the  Servicer to perform any
of such duties,  responsibilities or obligations, a  description of each default
or failure and the nature and status  thereof has been  reported to Norwest Bank
Minnesota.

(B) I have  confirmed  that the Servicer is currently an approved  FNMA or FHLMC
servicer in good standing;

(C) I have confirmed that the Fidelity Bond, the Errors and Omissions  Insurance
Policy and any other bonds required under the terms of the Servicing  Agreement,
Trust Agreement,  Pooling and Servicing Agreement and/or  Seller/Servicer  Guide
are in full force and effect;

(D) All premiums for each Hazard  Insurance  Policy,  Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable),  with respect
to each Mortgaged Property,  have been paid and that all such insurance policies
are in full force and effect;

(E) All real  estate  taxes,  governmental  assessments  and any other  expenses
accrued and due, that if not paid could result in a lien or  encumbrance  on any
Mortgaged Property, have been paid,



Page 2
Officer's Certification

or if any  such  costs  or  expenses  have not been  paid  with  respect  to any
Mortgaged Property, the reason for the non-payment have been reported to Norwest
Bank Minnesota;

(F) All Custodial Accounts have been reconciled and are properly funded; and

(G) All annual reports of Foreclosure  and  Abandonment  of,  Mortgage  Property
required  per  section  6060H, 60501 and  6050P of the  Internal  Revenue  Code,
respectively, have been prepared and filed.

Certified By:


J. Lawrence Jeppson
Vice President

March 21, 1998

Providing The American Dream For 50 Years



EXHIBIT A


          FORM OF ANNUAL STATEMENT AS TO COMPLIANCE ...

Thc undersigned, J. LAWRENCE JEPPSON,  of National Mortgage Corporation (the
"Servicer"),  in its capacity as Servicer under that certain Servicing Agreement
dated as of September  1, 1997 (the  "Servicing  Agreement")  among Fund America
Investors  Trust  1997-NMCI,  as  Issuer,  National  Mortgage  Corporation,   as
Servicer,  and  Norwest  Bank  Minnesota,  National  Association,  as  Indenture
Trustee, does hereby certify pursuant to Section 2.08 of the Servicing Agreement
that as of the 24th day of March, 1998:

(a) review of the  activities  of the Servicer  for the year ended  December 31,
1997 and of its performance under the Servicing Agreement has been made under my
supervision,  and

(b) to thc best of my  knowledge,  based on such  review,  the
Servicer has  fulfilled  all of its  material  obligations  under the  Servicing
Agreement  throughout such year.

IN WITNESS  WHEREOF,  I have hereunto signed my
name as of this 24th day of March, 1998

Name: J. Lawrence Jeppson
Title: Vice President