<PAGE>

                                                                    Exhibit 99.1



                        Annual Statement as to Compliance

                                NationsBank, N.A.

                       NationsBank Auto Owner Trust 1996-A
                       -----------------------------------

     The undersigned, a duly authorized representative of NationsBank, N.A. , as
Servicer  pursuant  to  the Sale and Servicing Agreement dated as of July 1,1996
(the  "Agreement"),  between  NationsBank  Auto  Owner  Trust 1996-A, as Issuer,
NationsBank  N.A.,  as Servicer, and NationsBank, N.A. and NationsBank of Texas,
N.A.,  as  sellers,  does  hereby  certify  that:


1.     Capitalized  terms  used  in  this  Officer's  Certificate  have  their
       respective  meanings  set  forth  in  the  Agreement.

2.     NationsBank,  N.A.  is  as  of  the  date  hereof  the Servicer under the
       Agreement.

3.     The  undersigned  is duly authorized pursuant to the Agreement to execute
       and  deliver  this  Officer's  Certificate  to  the  Trustee.

4.     The  certificate  is delivered pursuant to Section 3.10 of the Agreement.

5.     A review of the activities of the Servicer during the calendar year ended
       December  31, 1998, and of its performance under the Agreement was made 
       under my supervision.

6.     Based on such review, to the best of my knowledge, the Servicer has fully
       performed all its obligations under the Agreement throughout such period,
       and no event  which,  with  the  giving  of  notice  or  passage of time 
       or both, would constitute an Event of Default has occurred or is 
       continuing.


IN  WITNESS WHEREOF, the undersigned, a duly authorized officer of the Servicer,
has  duly  executed  this  Officer's  Certificate  this 31st day of March, 1999.



                              By:  /s/  SUZANNE  CASTLEBERRY
                                   --------------------------

                                   Suzanne  Castleberry
                                   Vice  President
<PAGE>

                                                                    Exhibit 99.2
                                                                     Page 1 of 2


                        REPORT OF INDEPENDENT ACCOUNTANTS


August  31,  1998

To  the  Board  of  Directors  of  NationsBank,  N.A.  and
The  Chase  Manhattan  Bank,  and
Bankers  Trust  Company


We  have  examined  management's  assertion  about  NationsBank,  N.A.'s  (the
"Company")  compliance  with sections 3.1(c), 3.2, 3.3, 3.5, 3.6, 3.7, 3.8, 3.9,
3.10,  3.11, 3.13, 3.14, 4.1, 4.2, 4.4, 4.5, 4.6, 4.7, 4.8, 4.9, and 8.1, except
for  references  from  such sections to a section (and references therefrom) not
specifically delineated herein, of the Sale and Servicing Agreement for the Auto
Owner Trust 1996-A dated July 1, 1996 (the "Agreement"), between the Company, as
successor,  and  NationsBank  of  Texas,  N.A.,  as  Sellers;  the  Company,  as
Servicer, The Chase Manhattan Bank as Indenture Trustee and Collateral Agent and
Bankers  Trust  Company as Owner Trustee, during the period September 1, 1997 to
August  31, 1998 included in the accompanying Report of Management on Compliance
with  Sale and Servicing Agreement.  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  sections  of  the  Agreement for the period referred to above is
fairly  stated,  in  all  material  respects.


/s/  PRICE  WATERHOUSE  COOPERS  LLP
------------------------------------


<PAGE>



                                                                    Exhibit 99.2
                                                                     Page 2 of 2


                     REPORT OF MANAGEMENT ON COMPLIANCE WITH
                          SALE AND SERVICING AGREEMENT



NationsBank,  N.A. (the "Company") has responsibility for the monthly and annual
reporting  in compliance with the Sale and Servicing Agreement (the "Agreement")
for  the  Auto  Owner  Trust 1996-A (the "Trust") dated July 1, 1996 between the
Company,  as successor, and NationsBank of Texas, N.A., as Sellers; the Company,
as  Servicer;  and The Chase Manhattan Bank, as Trustee and Collateral Agent and
Bankers  Trust Company as Owner Trustee.  Management of the Company asserts that
for  the  period  of  September  1,  1997 to August 31, 1998, the Company was in
compliance  with  sections  of  the  Agreement  related  to  servicing  of  the
Receivables  held  by  the  Trust  in  all  material  respects.



/s/  RUTH  S.  QUEEN              /s/  JOHN  W.  BROTHERS
-------------------               -----------------------
Ruth  S.  Queen                   John  W.  Brothers
Senior  Vice  President           Senior  Vice  President
NationsBank,  N.A.                NationsBank,  N.A.


/s/  SUZANNE  W.  CASTLEBERRY     /s/  TOM  C.  BOWERS
-----------------------------     --------------------
Suzanne  W.  Castleberry          Tom  C.  Bowers
Vice  President                   Senior  Vice  President
NationsBank,  N.A.                NationsBank,  N.A.


/s/  WILLIAM  K.  KINYUA
------------------------
William  K.  Kinyua
Vice  President
NationsBank,  N.A.



August  31,  1998