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                                   Exhibit 99
                                  Page 1 of 2

KMPG Peat Marwick LLP

                        Independent Accountants' Report


The Board of Directors
The Money Store Inc.:


We have examined Management's Assertion about The Money Store Inc. and
subsidiaries (the Company) compliance with the minimum reviewing standards
relating to mortgage loans, Small Business Administration loans and auto loans,
identified in the Mortgage Bankers Association of America's Uniform Single
Attestation Program for Mortgage Bankers (USAP), except for minimum servicing
standard V.4 which is inapplicable to the servicing of auto loans, as of and for
the year ended December 31, 1996 included in the accompanying Management
Assertion.  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 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
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
legal determination o n 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, 1996 is fairly stated, in all material respects.


                   /s/ KPMG Pete Marwick, L.L.P.


February 12, 1997
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                                   Exhibit 99
                                  Page 2 of 2



                                                                 THE MONEY STORE

February 12, 1997

                             MANAGEMENT'S ASSERTION
                             ----------------------


As of and for the year ended December 31, 1996, The Money Store Inc. and
subsidiaries (the Company) has complied in all material respects with the
minimum servicing standards relating to mortgage loans, Small Business
Administration loans and auto loans as set forth in the Mortgage Bankers
Association of America's Uniform Single Attestation Program for Mortgage
                         -----------------------------------------------
Bankers, except for minimum servicing standard V.4, which in inapplicable for
-------
auto loans.  As of and for this same period, the Company had in effect a
fidelity bond policy, an errors and omissions policy, a mortgage impairment
policy and an excess mortgage impairment policy in the amounts of six million,
five million, one million and two million, respectively.


/s/ James K. Ransom                       /s/  John C. Hill
-------------------                       -----------------
James K. Ransom                          John C. Hill
Vice President and                       Senior Vice President and
Principal Accounting Officer             Director - Home Equity Lending


/s/  Donald Coombe                       /s/  Bert Nixon
------------------                       -----------------
Donald Coombe                            Bert Nixon
Vice President National                  Vice President Administrative
Loan Servicing - TMSIC                   TMS Auto Finance Inc.

3301 "C" Street, Sacramento, CA 95816 (916) 446-5000, FAX (916) 554-8938