ANNUAL OFFICER CERTIFICATION



In accordance with the Servicing Agreement,  I, the undersigned,  hereby certify
as to each Mortgage Loan being serviced by NationsBanc Mortgage Corporation, the
following:



1.    I am a duly authorized officer of NationsBanc  Mortgage Corporation and am
      empowered and authorized to issue this Annual Certification.

2.    All  taxes, ground  rents and assessments for the Mortgages covered herein
      have been paid.

3.    All  insurance  premiums for flood or other  casualty  insurance;  and FHA
      premiums  or Private  Mortgage  premiums on  conventional  loans have been
      paid, and such are in full force.

4.    Interest is being paid on escrow in accordance  to any laws,  regulations,
      or  contracts  that  require  payment of  interest on  mortgagors'  escrow
      deposit accounts.

5.    Analysis has been made  to ensure sufficient moneys are being collected in
      escrow year.

6.    All required  interest rate and/or  monthly  payment  adjustments  for ARM
      loans were made in accordance  with the mortgage terms and that timely and
      proper notice was provided to the mortgagors.

7.    All FHA Section 221 mortgages  that have reached the 20th  anniversary  of
      their  endorsement  for mortgage  insurance to determine  their status and
      that it has assigned  those  mortgages  that are  eligible for  assignment
      under HUD's special assignment procedures, or we will take steps to assure
      that they are assigned within the required time frame.

8.    We have  reported all ninety day  delinquencies,  completed  foreclosures,
      accepted  deed-in-lieu,  and  reinstated  mortgages  to the  major  credit
      repositories in accordance with our reporting requirements.

9.    Property inspections have been made where appropriate.

10.   We have  complied with the Internal  Revenue  Service's  requirements  for
      reporting the receipt of $600 or more of interest payments (IRS 1098) from
      a mortgagor,  for filing statements for recipients of miscellaneous income
      (IRS  1099-Misc)  to report  payments of fees to  attorneys  for  handling
      liquidation  proceedings,   and  for  filing  notices  of  acquisition  of
      abandonment of secured  property (IRS 1099-A) to report the acquisition of
      property  by  foreclosure  or  acceptance  of  a  deed-in-lieu   or  by  a
      mortgagor's abandonment of a property.

11.   The Fidelity Bond and Errors and Omissions Coverage has been reviewed, all
      required coverage is in existence and none of our principal  officers have
      been removed from coverage.

12.   A  viable  contingency  plan is in place to  minimize  financial  loss and
      disruptions of service to the institution  and its customers,  as required
      by federal regulations.

I FURTHER CERTIFY:
    A.To the  best  of my  knowledge  and  upon  reasonable  investigation,  the
      servicing of the Mortgage Loans during the year of 1996 has been conducted
      in  compliance  with the  Agreement  except  for such  exceptions  as I am
      setting forth below.

      Exceptions (if any):   None

    B.A review of activities with respect to performance under the Agreement has
      been made under my supervision  and to the best of my knowledge,  based on
      such review,  no default  exists as of 12/31/96 in the  fulfillment of any
      obligations under the Agreement other than the events of default,  if any,
      which I am listing below with the nature and status thereof



      Events of Default (if any): None



                         NationsBanc Mortgage Corporation


                         /s/ J. Mark Hanson
                         J. Mark Hanson
                         Servicing Director - Kentucky
                         Sr. Vice President