FIRST UNION NATIONAL BANK
OF NORTH CAROLINA

301 South College Street, TW6
Charlotte, North Carolina 28288-0828
800 786-8919
Fax 704 383-0387

(logo)FIRST UNION

                              MANAGEMENT ASSERTION



As of and for the year ended December 31, 1996, except as noted in the following
paragraphs,  First Union  National  Bank of North  Carolina's  Master  Servicing
Division  (the  Company) has complied in all material  respects with the minimum
servicing  standards  for master  servicers  set forth in the  Mortgage  Bankers
Association of America's UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS
(USAP).  With respect to minimum servicing  standards I.4., II.1, II.2.,  II.3.,
II.4., III.2.,  III.3., III.4., III.6., V.1., V.2., V.3., V.4., and VI.1. as set
forth in such  program,  the Company  relies on the  performance  of its primary
servicers.   There  were  instances  of  noncompliance  with  minimum  servicing
standards by primary servicers noted in the most recently  received  independent
auditors reports for several primary servicers. These instances of noncompliance
are discussed below.

From July to December  1996,  the Company was not in full  compliance  with USAP
standard I.1, relating to reconciliations of custodial bank accounts,  including
the  preparation  of the  reconciliations  within 45 calendar days of the cutoff
date and the  identification  of all reconciling  items. The  noncompliance  was
primarily concentrated in 18 of the Company's 157 custodial bank accounts. Since
January  1997,  the Company has worked  diligently  to  properly  reconcile  all
affected  accounts and all accounts are currently  being  reconciled in a timely
manner with only certain pre-1997 unidentified reconciling items existing. Based
on the method that the Company uses to  calculate  investor  remittances,  it is
management's belief that the custodial bank account noncompliance did not affect
the  accuracy of any amounts  remitted to trustees or  investors  and should not
affect any trustee or investor in any manner.  Once management believes that all
custodial bank accounts have been completely reconciled, which is expected to be
by May 31, 1997, we plan to engage our external auditors, KPMG Peat Marwick LLP,
to  perform  an  interim  1997  examination  of the USAP  standard  relating  to
custodial bank account reconciliations.  We will make this report available upon
request.

As discussed  above,  with respect to minimum  servicing  standards I.4., II. 1,
II.2., II.3., II.4., III.2., III.3., III.4., III.6., V.1., V.2., V.3., V.4., and
VI.1.  of the  USAP,  the  Company  relies  on the  performance  of its  primary
servicers.  As part of our on-going  monitoring  of the primary  servicers,  the
Company obtains  independent  accountant's  reports  regarding those  companies'
compliance with minimum servicing standards.  The Company's readings of the most
recently  available  reports noted certain instances of noncompliance by primary
servicers that are reported below:

Instances of exceptions with respect to the Company's  approximately 190 primary
servicers were:

-   Custodial Bank Accounts (USAP standard I.1.) - five primary servicers
-   Unissued Checks (III.6.) - one primary servicer
-   Escrow Account Analysis (V.3.) - two primary servicers
-   Delinquencies (VI.1.) - four primary servicers
-   The Company  does not have  current  USAP's for primary  servicers 
    comprising approximately 16% of the master servicing portfolio,  therefore,
    we could not review the most recently available reports.



The  Company  has a  process  in place to review  the  financial  soundness  and
servicing  performance  of primary  servicers  on an annual  basis.  Among other
factors,  the  Company  considers  the results of the  primary  servicers'  USAP
reports in these reviews and takes  appropriate  corrective  actions where it is
warranted. The Company is currently in the process of obtaining the most current
USAP's for those primary-servicers for which it has not yet been received.

As of and for this same  period,  the  Company had in effect  fidelity  bond and
errors and  omissions  insurance  policies in the amount of $100 million and $20
million, respectively.



/s/Karl J. Mendenhall    4/28/97             /s/Anthony J. Gagliardo  4/28/97
Karl J. Mendenhall        Date               Anthony J. Gagliardo     Date
Senior Vice President                        Vice President
Master Servicing                             Master Servicing



/s/Bruce W. Good         4/28/97             /s/John M. Church        4/28/97
Bruce W. Good            Date                John M. Church           Date
Assistant Vice President                     Senior Vice President
Master Servicing                             Structured Servicing Products