SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 8-K


                             Current Report Pursuant
                          to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


          Date of Report (Date of Earliest Event Reported) May 8, 1998


                        CONSUMER PORTFOLIO SERVICES, INC.
             (Exact Name of Registrant as Specified in its Charter)



                                   California
                 (State or Other Jurisdiction of Incorporation)


                                    333-49945
                            (Commission File Number)
                                   33-0459135
                      (I.R.S. Employer Identification No.)


        2 Ada, Irvine, California                              92618
(Address of Principal Executive Offices)                     (Zip Code)


                                 (714) 753-6800
              (Registrant's Telephone Number, Including Area Code)



          (Former Name or Former Address, if Changed Since Last Report)













Item 5.  Other Events.

         The  Registrant  is filing final forms of the  exhibits  listed in Item
7(c) below.

Item 7.  Financial Statements and Exhibits.

         (c)  Exhibits.


Exhibit
  No.             Document Description
  ---             --------------------

20.1              Computational Material




                                       -2-







                                   SIGNATURES

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.




                                        CONSUMER PORTFOLIO SERVICES, INC.,
                                        as Originator of the Trust (Registrant)



Dated: May 12, 1998                     By: /s/ Jeffrey P. Fritz
                                           -----------------------------
                                            Jeffrey P. Fritz
                                            Senior Vice President


                                       -3-







                                INDEX TO EXHIBITS




                                                                   Sequential
Exhibit No.        Document Description                            Page No.
- -----------        --------------------                            ----------

  20.1             Computational Material




                                       -4-


                                                                    Exhibit 20.1
                                                          Computational Material





                          CPS Auto Grantor Trust 1998-2


                      $200,490,176 of Class A Certificates

                                 Underwritten by
                          First Union Capital Markets,
                   a Division of Wheat First Securities, Inc.



                       Preliminary Background Information






This information  does not constitute  either an offer to sell or a solicitation
of an offer to buy any of the securities referred to herein.  Offers to sell and
solicitations of offers to buy securities are made only by, and this information
must be read in  conjunction  with,  the  final  prospectus  supplement  and the
related prospectus (the "Offering Document").  Information contained herein does
not  purport  to be  complete  and is  subject  to the same  qualifications  and
assumptions, and should be considered by investors only in the light of the same
warnings,  lack  of  assurances  and  representations  and  other  precautionary
matters,  as disclosed  in the  Offering  Document.  Information  regarding  the
underlying  assets  has been  provided  by the  issuer of the  securities  or an
affiliate thereof and has not been independently  verified by the underwriter or
its respective affiliates.  The analyses contained herein have been prepared and
disseminated  exclusively  by the  underwriter  and the  contents  and  accuracy
thereof have not been  reviewed by the issuer nor is the issuer or any affiliate
thereof  responsible for the accuracy thereof.  This information was prepared on
the  basis of  certain  assumptions  (including,  in  certain  case  assumptions
specified by the recipient hereof) regarding payments,  interest rates, weighted
average lives and weighted average loan age, loss and other matters,  including,
but  not  limited  to,  the  assumptions  described  in the  Offering  Document.
Different assumptions could yield substantially  different results.  Neither the
underwriter,  nor any of its affiliates, makes any representation or warranty as
to the actual rate or timing of payments on any of the underlying  assets or the
payments  or yield on the  securities.  This  information  supersedes  any prior
versions  hereof and will be deemed to be superseded by any subsequent  versions
(including,  with respect to any description of the securities or the underlying
assets,  the  information  contained  in the  Offering  Document  and any  other
information subsequently filed with the Securities and Exchange Commission).












I.  TRANSACTION HIGHLIGHTS
Summary of Offering


Issuer:                             CPS Auto Grantor Trust 1998-2

Seller:                             CPS Receivables Corp.

Underwriter:                        First Union Capital  Markets,  a division of
                                    Wheat First  Securities,  Inc. ("First Union
                                    Capital Markets")

Principal Amount:                   $200,490,176.03

Expected Rating (Moody's/S&P):      Aaa/AAA

Certificate Percentage:             The "Class A  Percentage"  as of any date of
                                    determination  will be  95%.  The  "Class  B
                                    Percentage" as of any date of  determination
                                    will be 5%.

Pass-Through Rate:                  Interest   will   accrue   on  the  Class  A
                                    Certificate  Balance  at a rate  of [ ]% per
                                    annum,  calculated on the basis of a 360-day
                                    year consisting of twelve 30-day months.

Price:                              [  ]

Pricing Prepayment Speed:           1.5 ABS

Projected Weighted Average Life/
Average Life to Call:               1.91 yrs. /1.86 yrs.

Distribution Dates:                 The 15th day of each month  commencing  June
                                    15, 1998.

Trust:                              CPS Auto Grantor  Trust 1998-2 (the "Trust")
                                    to be formed  pursuant  to the  Pooling  and
                                    Servicing Agreement, dated as of May 1, 1998
                                    among  the  Seller,  the  Servicer  and  the
                                    Trustee    and   Standby    Servicer    (the
                                    "Agreement").

Originators:                        Consumer Portfolio Services, Inc. ("CPS"), a
                                    California  corporation,   Samco  Acceptance
                                    Corp. ("Samco"), a Delaware corporation, and
                                    Linc Acceptance  Company LLC ("Linc";  Samco
                                    and Linc are each an "Affiliated Originator"
                                    and   are,    together,    the   "Affiliated
                                    Originators"),  a Delaware limited liability
                                    company   (each,   in  such   capacity,   an
                                    "Originator"     and,     together,      the
                                    "Originators").  CPS holds an 80%  ownership
                                    interest in each of Samco and Linc.









Servicer:                           Consumer Portfolio Services, Inc. ("CPS" or,
                                    in  its  capacity  as  the   servicer,   the
                                    "Servicer").

Trustee and Standby  Servicer:      Norwest     Bank     Minnesota,     National
                                    Association,  a national banking association
                                    ("Norwest"  and in its  capacity as trustee,
                                    the "Trustee" and in its capacity as standby
                                    servicer,  the "Standby Servicer"),  located
                                    at  Sixth  Street  and   Marquette   Avenue,
                                    Minneapolis, Minnesota 55479-1054.

Certificate Insurer:                Financial   Security   Assurance   Inc.,   a
                                    financial    guaranty    insurance   company
                                    incorporated  under the laws of the State of
                                    New York (the "Certificate Insurer").

Closing Date:                       On or  about  May  18,  1998  (the  "Closing
                                    Date").

Description of the
Securities Offered:                 The  Certificates  consist  of two  classes,
                                    entitled  [  ]%  Asset-Backed  Certificates,
                                    Class A (the "Class A  Certificates")  and [
                                    ]% Asset-Backed  Certificates,  Class B (the
                                    "Class B  Certificates"  and,  together with
                                    the     Class    A     Certificates,     the
                                    "Certificates").   Each   Certificate   will
                                    evidence   beneficial    ownership   of   an
                                    undivided interest in the Trust. The Class A
                                    Certificates    will   evidence,    in   the
                                    aggregate,   beneficial   ownership   of  an
                                    undivided interest in the Trust Assets equal
                                    to the  Class  A  Percentage  of  the  Trust
                                    Assets,   but  not  including  any  interest
                                    received by the Trust in excess of the Class
                                    A    Pass-Through    Rate.   The   Class   B
                                    Certificates    will   evidence,    in   the
                                    aggregate,   beneficial   ownership   of  an
                                    undivided interest in the Trust Assets equal
                                    to the  Class  B  Percentage  of  the  Trust
                                    Assets,   but  not  including  any  interest
                                    received by the Trust in excess of the Class
                                    B Pass-Through Rate.

                                    The "Class A  Percentage"  as of any date of
                                    determination  will be  95%.  The  "Class  B
                                    Percentage" as of any date of  determination
                                    will be 5%.

                                    The  rights of the Class B  Certificates  to
                                    receive  distributions  will be subordinated
                                    to the  rights of the  Class A  Certificates
                                    and the  Certificate  Insurer  to the extent
                                    described herein.

                                    The Class A Certificates will be offered for
                                    purchase in  denominations  of $1,000 and in
                                    integral multiples thereof.









                                    Trust Assets: The property of the Trust (the
                                    "Trust  Assets")  will include (i) a pool of
                                    retail     installment     sale    contracts
                                    (collectively, the "Receivables") secured by
                                    the new and used automobiles,  light trucks,
                                    vans  and  minivans  financed  thereby  (the
                                    "Financed  Vehicles"),  (ii) with respect to
                                    Rule of 78's  Receivables,  all payments due
                                    thereon  after  May  1,  1998  (the  "Cutoff
                                    Date"), and, with respect to Simple Interest
                                    Receivables,     all    payments    received
                                    thereunder  after  the  Cutoff  Date,  (iii)
                                    security interests in the Financed Vehicles,
                                    (iv) certain bank  accounts and the proceeds
                                    thereof,  (v) the  right  of the  Seller  to
                                    receive   proceeds  from  claims  under,  or
                                    refunds of unearned  premiums from,  certain
                                    insurance   policies  and  extended  service
                                    contracts,   (vi)  all   right,   title  and
                                    interest   of  the  Seller  in  and  to  the
                                    Purchase   Agreements  (as  defined  below),
                                    (vii) the Policy  issued by the  Certificate
                                    Insurer   with   respect   to  the  Class  A
                                    Certificates,   and  (viii)   certain  other
                                    property,  as more fully  described  herein.
                                    The  Receivables  will be  purchased  by the
                                    Seller from CPS,  Samco or Linc  pursuant to
                                    the Purchase  Agreements  on or prior to the
                                    Closing  Date.  The  Receivables  arise from
                                    loans  originated  by  automobile   dealers,
                                    independent  finance  companies  ("IFCs") or
                                    Deposit  Institutions for assignment to CPS,
                                    Samco or Linc  pursuant  to CPS's  auto loan
                                    programs.

The Receivables:                    As  of  the  Cutoff  Date,   the   aggregate
                                    outstanding   principal   balance   of   the
                                    Receivables was $211,042,291  (the "Original
                                    Pool  Balance").  On the Closing  Date,  the
                                    Seller will  purchase the  Receivables  from
                                    CPS,   Samco  and  Linc  pursuant  to  three
                                    purchase agreements, each dated as of May 1,
                                    1998 (the "CPS Purchase  Agreement",  "Samco
                                    Purchase   Agreement"   and  "Linc  Purchase
                                    Agreement",   respectively,   and  each,   a
                                    "Purchase  Agreement"  and,  together,   the
                                    "Purchase  Agreements"),  each  between  the
                                    respective  Originator  and the Seller.  The
                                    Receivables sold by CPS, Samco and Linc (the
                                    "CPS Receivables",  "Samco  Receivables" and
                                    "Linc   Receivables",   respectively)   will
                                    represent  approximately  92.12%,  5.53% and
                                    2.35%, respectively,  of the Pool Balance as
                                    of the Cutoff Date. The Trust, in turn, will
                                    purchase the Receivables on the Closing Date
                                    from the Seller, and the Servicer will agree
                                    to service the Receivables,  pursuant to the
                                    Pooling   and   Servicing   Agreement.   The
                                    Receivables  consist  of retail  installment
                                    sale  contracts  secured  by  new  and  used
                                    automobiles, light trucks, vans and minivans
                                    including,  with  respect  to  Rule  of 78's
                                    Receivables,  the rights to all payments due
                                    with respect to such  Receivables  after the
                                    Cutoff  Date,  and,  with  respect to Simple
                                    Interest  Receivables,  the  rights  to  all
                                    payments received with respect to such








                                    Receivables after the Cutoff Date. As of the
                                    Cutoff  Date,  approximately  91.08%  of the
                                    aggregate    principal    balance   of   the
                                    Receivables  represented  financing  of used
                                    vehicles.  The Receivables  arise from loans
                                    originated    by     automobile     dealers,
                                    independent  finance  companies  ("IFCs") or
                                    Deposit  Institutions for assignment to CPS,
                                    Samco or Linc  pursuant  to CPS's  auto loan
                                    programs.  The  auto  loan  programs  target
                                    automobile  purchasers  with marginal credit
                                    ratings who are  generally  unable to obtain
                                    credit from banks or other low-risk lenders.
                                    The Receivables  have been selected from the
                                    contracts owned by the Originators  based on
                                    the criteria specified in the Agreement.

                                    Each Receivable is a Rule of 78's Receivable
                                    or a Simple Interest  Receivable.  As of the
                                    Cutoff  Date,  the weighted  average  annual
                                    percentage   rate   (the   "APR")   of   the
                                    Receivables was  approximately  20.45%,  the
                                    weighted average  remaining term to maturity
                                    of the Receivables was  approximately  56.35
                                    months  and the  weighted  average  original
                                    term  to  maturity  of the  Receivables  was
                                    approximately 57.46 months. As of the Cutoff
                                    Date, no Receivable had a scheduled maturity
                                    later than May 2003.

Class A Certificate Balance:        The  "Class  A  Certificate   Balance"  will
                                    equal, initially,  the Class A Percentage of
                                    the Original Pool Balance as of the close of
                                    business on the Cutoff Date,  and thereafter
                                    will equal the initial  Class A  Certificate
                                    Balance    reduced    by    all    principal
                                    distributions on the Class A Certificates.

Class A Pass-Through Rate:          Interest   will   accrue   on  the  Class  A
                                    Certificate  Balance  at a rate  of [ ]% per
                                    annum,  calculated on the basis of a 360-day
                                    year consisting of twelve 30-day months (the
                                    "Class A Pass-Through Rate").

Class B Certificate Balance:        The  "Class  B  Certificate   Balance"  will
                                    equal, initially,  the Class B Percentage of
                                    the Original Pool Balance as of the close of
                                    business on the Cutoff Date,  and thereafter
                                    will equal the initial  Class B  Certificate
                                    Balance    reduced    by    all    principal
                                    distributions on the Class B Certificates.

Class B Pass-Through Rate:          Interest   will  accrue  on  the   principal
                                    balance   of  the   Class   B   Certificates
                                    outstanding from time to time at a rate of [
                                    ]% per annum,  calculated  on the basis of a
                                    360-day  year  consisting  of twelve  30-day
                                    months (the "Class B Pass-Through Rate").

Interest:                           On the  15th of  each  month  (or  the  next
                                    following  Business Day)  beginning June 15,
                                    1998 (each, a "Distribution Date"), the








                                    Trustee  will, to the extent there are funds
                                    available from the sources described herein,
                                    pass-through  and (i) distribute pro rata to
                                    the   holders  of  record  of  the  Class  A
                                    Certificates       (the       "Class       A
                                    Certificateholders")   as  of  the   related
                                    Record Date thirty (30) days' of interest at
                                    the Class A Pass-Through Rate on the Class A
                                    Certificate  Balance  as  of  the  close  of
                                    business  on the  last  day  of the  related
                                    Collection  Period and (ii)  distribute  pro
                                    rata to the holders of record of the Class B
                                    Certificates       (the       "Class       B
                                    Certificateholders")   as  of  the   related
                                    Record Date thirty (30) days' of interest at
                                    the Class B Pass-Through Rate on the Class B
                                    Certificate  Balance  as  of  the  close  of
                                    business  on the  last  day  of the  related
                                    Collection   Period.   The  final  scheduled
                                    Distribution  Date on the Certificates  will
                                    be the November 2003  Distribution Date (the
                                    "Final Scheduled Distribution Date").

Principal:                          On each Distribution Date, the Trustee will,
                                    to the extent that there are funds available
                                    from   the   sources    described    herein,
                                    distribute to

                                    (a) the Class A Certificateholders as of the
                                    related  Record Date an amount  equal to the
                                    Class   A   Percentage   of  the   Principal
                                    Distributable  Amount  and (b)  the  Class B
                                    Certificateholders  as of the related Record
                                    Date  an   amount   equal  to  the  Class  B
                                    Percentage  of the  Principal  Distributable
                                    Amount. The "Principal Distributable Amount"
                                    for a Distribution  Date shall equal the sum
                                    of  (a)  the   principal   portion   of  all
                                    Scheduled  Payments due and received  during
                                    the preceding  Collection  Period on Rule of
                                    78's   Receivables   and  all   payments  of
                                    principal   received   on  Simple   Interest
                                    Receivables during the preceding  Collection
                                    Period;  (b) the  principal  portion  of all
                                    prepayments in full  (including  prepayments
                                    in  full  resulting  from  collections  with
                                    respect to a Receivable  received during the
                                    preceding Collection Period plus any amounts
                                    applied  from  the  Payahead   Account  with
                                    respect   to   such   Receivable)   (without
                                    duplication of amounts included in (a) above
                                    and  (d)  below);  (c)  the  portion  of the
                                    Purchase  Amount  allocable  to principal of
                                    each  Receivable that was repurchased by CPS
                                    or  purchased by the Servicer as of the last
                                    day  of  the   related   Collection   Period
                                    (without duplication of the amounts referred
                                    to in (a) and (b) above);  (d) the Principal
                                    Balance of each Receivable that first became
                                    a Liquidated Receivable during the preceding
                                    Collection  Period  (without  duplication of
                                    the amounts  included in (a) and (b) above);
                                    and (e) the  aggregate  amount  of Cram Down
                                    Losses that shall have  occurred  during the
                                    preceding    Collection    Period   (without
                                    duplication  of  amounts   included  in  (a)
                                    through (d) above). In








                                    addition,    on    the    Final    Scheduled
                                    Distribution Date, the principal required to
                                    be    distributed    to    the    Class    A
                                    Certificateholders   will   equal  the  then
                                    outstanding Class A Certificate  Balance and
                                    the principal  required to be distributed to
                                    the Class B  Certificateholders  will  equal
                                    the  then  outstanding  Class B  Certificate
                                    Balance.

                                    A  "Collection  Period"  with  respect  to a
                                    Distribution Date will be the calendar month
                                    preceding    the   month   in   which   such
                                    Distribution Date.

                                    "Scheduled    Payments   means,    for   any
                                    Collection Period,  for any Receivable,  the
                                    amount  indicated  in  such  Receivables  as
                                    required   to  be   paid   by  the   obligor
                                    thereunder   in   such   Collection   Period
                                    (without  giving  effect  to  deferments  of
                                    payments granted to obligors by the Services
                                    pursuant   to   the    Agreement    or   any
                                    rescheduling  of payments in any  insolvency
                                    or similar proceedings).

Priority of Payments:               On each Distribution Date, the Trustee shall
                                    make  the  following  distributions  in  the
                                    Following order of priority:

                                    (i) to the  Servicer,  the Servicing Fee and
                                    all   unpaid   Servicing   Fees;   provided,
                                    however, that as long as CPS is the Servicer
                                    and Norwest,  is the Standby  Servicer,  the
                                    Trustee   will  first  pay  to  the  Standby
                                    Servicer out of the  Servicing Fee otherwise
                                    payable  to  CPS  an  amount  equal  to  the
                                    Standby Fee;

                                    (ii)  in  the  event  the  Standby  Servicer
                                    becomes  the  successor  Servicer,   to  the
                                    Standby  Servicer,   reasonable   transition
                                    expenses   (up  to  a  maximum  of  $50,000)
                                    incurred in becoming successor Servicer;

                                    (iii) to the  Trustee,  the Trustee Fee , to
                                    the  extent  not  previously   paid  by  the
                                    Servicer,  and other reasonable  expenses of
                                    the Trustee;

                                    (iv) to the  Collateral  Agent all fees,  to
                                    the  extent  not  previously   paid  by  the
                                    Servicer,   and  expenses   payable  to  the
                                    Collateral   Agent  with   respect  to  such
                                    Distribution Date;

                                    (v) to the Class A  Certificateholders,  the
                                    Class A  Interest  Distributable  Amount and
                                    any Class A  Interest  Carryover  Shortfall,
                                    plus  interest  on  such  Class  A  Interest
                                    Carryover








                                    Shortfall,  to the extent  permitted by law,
                                    at the Class A Pass-Through Rate through the
                                    current Distribution Date;

                                    (vi) to the Class B Certificateholders,  the
                                    Class B  Interest  Distributable  Amount and
                                    any Class B  Interest  Carryover  Shortfall,
                                    plus  interest  on  such  Class  B  Interest
                                    Carryover Shortfall, to the extent permitted
                                    by law,  at the  Class B  Pass-Through  Rate
                                    through the current Distribution Date;

                                    (vii) to the Class A Certificateholders, the
                                    Class A Principal  Distributable  Amount and
                                    any Class A Principal Carryover Shortfall;

                                    (viii)  to  the  Certificate   Insurer,  any
                                    amounts due to the Certificate Insurer under
                                    the  terms of the  Agreement  and  under the
                                    Insurance Agreement;

                                    (ix) in the event any person  other than the
                                    Standby  Servicer  becomes the Servicer,  to
                                    such    successor    Servicer,    reasonable
                                    transition  expenses  (up  to a  maximum  of
                                    $50,000)  incurred  in  becoming   successor
                                    Servicer;

                                    (x) to the Class B  Certificateholders,  the
                                    Class B Principal  Distributable  Amount and
                                    any Class B Principal  Carryover  Shortfall;
                                    and

                                    (xi) to the  Collateral  Agent,  for deposit
                                    into the Spread Account, the remaining Total
                                    Distribution Amount, if any.

Spread Account:                     The  Seller  has  agreed to cause the Spread
                                    Account   to   be   established   with   the
                                    Collateral  Agent  for  the  benefit  of the
                                    Certificate   Insurer  and  the  Trustee  on
                                    behalf  of the  Class A  Certificateholders.
                                    Any portion of the Total Distribution Amount
                                    remaining  on any  Distribution  Date  after
                                    payment of all fees and expenses due on such
                                    date to the Servicer,  the Standby Servicer,
                                    the  Trustee,   the  Collateral  Agent,  the
                                    Certificate  Insurer, any successor Servicer
                                    and all principal and interest  payments due
                                    to   the    Certificateholders    on    such
                                    Distribution  Date, will be deposited in the
                                    Spread  Account  and held by the  Collateral
                                    Agent for the  benefit  of the  Trustee,  on
                                    behalf  of the  Class A  Certificateholders,
                                    and the Certificate  Insurer. The Collateral
                                    Agent  will not hold for the  benefit of the
                                    Class B  Certificateholders  the  amounts on
                                    deposit  in  the   Spread   Account  on  any
                                    Distribution Date, which (after all payments
                                    required  to be made on such  date have been
                                    made) are in excess of the








                                    requisite  amount  determined  from  time to
                                    time in  accordance  with certain  portfolio
                                    performance   tests   agreed   upon  by  the
                                    Certificate  Insurer  and  the  Seller  as a
                                    condition  to the  issuance  of  the  Policy
                                    (such  requisite   amount,   the  "Requisite
                                    Amount").  If on any Distribution  Date, the
                                    Total  Distribution  Amount is  insufficient
                                    (taking into account the  application of the
                                    Total Distribution  Amount to the payment of
                                    the Class B  Interest  Distributable  Amount
                                    and   any   Class   B   Interest   Carryover
                                    Shortfall) to pay all distributions required
                                    to  be  made  on  such   day   pursuant   to
                                    priorities  (i),  (ii),  (iii),  (iv),  (v),
                                    (vii),  (viii) and (ix) referred to above in
                                    "Priority of  Payments",  amounts on deposit
                                    in the Spread Account will be applied to pay
                                    the  amounts due on such  Distribution  Date
                                    pursuant  to  such   priorities  (i),  (ii),
                                    (iii), (iv), (v), (vii), (viii) and (ix).

Subordination:                      Distributions  of  interest  on the  Class B
                                    Certificates   will   be   subordinated   in
                                    priority of payment to  interest  due on the
                                    Class  A  Certificates.   Distributions   of
                                    principal on the Class B  Certificates  will
                                    be  subordinated  in  priority of payment to
                                    interest  and  principal  due on the Class A
                                    Certificates.   Accordingly,   the  Class  A
                                    Certificates  will  receive  the  benefit of
                                    amounts   otherwise   due  on  the  Class  B
                                    Certificates  as credit  enhancement.  Funds
                                    otherwise  available  to pay interest on the
                                    Class B  Certificates  will be applied first
                                    to the  payment  of any  amounts  due on the
                                    Class A Certificates on account of the Class
                                    A  Interest  Distributable  Amount  and  any
                                    Class A Interest Carryover  Shortfall before
                                    any  portion  thereof is paid to the Class B
                                    Certificateholders   and   funds   otherwise
                                    available  to pay  principal  of the Class B
                                    Certificates  will be  applied  first to the
                                    payment    of   the    Class   A    Interest
                                    Distributable  Amount,  any Class A Interest
                                    Carryover  Shortfall,  the Class A Principal
                                    Distributable   Amount   and  any   Class  A
                                    Principal  Carryover  Shortfall  before  any
                                    portion  thereof  is  paid  to the  Class  B
                                    Certificateholders.

Distribution and
Record Dates:                       A  "Distribution  Date" will be the 15th day
                                    of each  month (or if such 15th day is not a
                                    business  day, the next  following  business
                                    day)  commencing  June 15, 1998.  The record
                                    date  applicable to each  Distribution  Date
                                    (each, a "Record Date") will be the 10th day
                                    of  the   calendar   month  in  which   such
                                    Distribution Date occurs.









Repurchases and
Purchases of
Certain Receivables:                CPS has  made  certain  representations  and
                                    warranties   relating  to  the   Receivables
                                    (including  the  Samco  Receivables  and the
                                    Linc  Receivables)  to the Seller in the CPS
                                    Purchase Agreement,  and the Seller has made
                                    such  representations and warranties for the
                                    benefit  of the  Trust  and the  Certificate
                                    Insurer in the  Agreement.  The Trustee,  as
                                    acknowledged   assignee  of  the  repurchase
                                    obligations   of  CPS  under  the   Purchase
                                    Agreement,  will be  entitled to require CPS
                                    to repurchase any Receivable  (including any
                                    Samco Receivable or Linc Receivable) if such
                                    Receivable is materially  adversely affected
                                    by  a  breach  of  any   representation   or
                                    warranty  made by CPS  with  respect  to the
                                    Receivable  and  such  breach  has not  been
                                    cured  within  the  applicable  cure  period
                                    following  discovery by the Seller or CPS or
                                    notice to the Seller and CPS.

                                    The Servicer will be obligated to repurchase
                                    any  Receivable  if, among other things,  it
                                    extends  the date for final  payment  by the
                                    Obligor of such  Receivable  beyond the last
                                    day of  the  penultimate  Collection  Period
                                    preceding the Final  Scheduled  Distribution
                                    Date  or  fails  to   maintain  a  perfected
                                    security interest in the Financed Vehicle.

The Policy:                         On the Closing Date,  the Insurer will issue
                                    the Policy to the Trustee for the benefit of
                                    the   Class   A   Certificateholders    (the
                                    "Policy").   Pursuant  to  the  Policy,  the
                                    Insurer will unconditionally and irrevocably
                                    guarantee to the Class A  Certificateholders
                                    payment  of the Class A  Certificateholders'
                                    Interest  Distributable Amount and the Class
                                    A       Certificateholders'        Principal
                                    Distributable  Amount   (collectively,   the
                                    "Class A Guaranteed Distribution Amount") on
                                    each   Distribution   Date.   The   Class  B
                                    Certificates  do not have the benefit of the
                                    Policy.

Servicing:                          The  Servicer   will  be   responsible   for
                                    servicing,  managing and making  collections
                                    on the Receivables.  On or prior to the next
                                    billing  period after the Cutoff  Date,  the
                                    Servicer  will notify  each  Obligor to make
                                    payments  with  respect  to the  Receivables
                                    after the  Cutoff  Date  directly  to a post
                                    office  box in the name of the  Trustee  for
                                    the  benefit of the  Certificateholders  and
                                    the  Certificate  Insurer  (the "Post Office
                                    Box"). On each Business Day, Bank of America
                                    National Trust and Savings  Association,  as
                                    the  lock-box   processor   (the   "Lock-Box
                                    Processor"), will transfer any such payments
                                    received in the Post Office Box to a








                                    segregated   lock-box  account  at  Bank  of
                                    America (the "Lock-Box  Bank"),  in the name
                                    of  the  Seller  for  the   benefit  of  the
                                    Certificateholders   and   the   Certificate
                                    Insurer (the "Lock-Box Account"). Within two
                                    Business  Days of  receipt of funds into the
                                    Lock-Box  Account,  the Servicer is required
                                    to  direct  the  Lock-Box  Bank to  effect a
                                    transfer of funds from the Lock-Box  Account
                                    to one or more accounts established with the
                                    Trustee.

Standby Servicer:                   If an Event of Default  occurs  and  remains
                                    unremedied,   (1)  provided  no  Certificate
                                    Insurer   Default   has   occurred   and  is
                                    continuing,  then the Certificate Insurer in
                                    its sole and absolute discretion,  or (2) if
                                    a  Certificate  Insurer  Default  shall have
                                    occurred and be continuing, then the Trustee
                                    or  the  holders  of  Class  A  Certificates
                                    evidencing  not less than 25% of the Class A
                                    Certificate   Balance,   may  terminate  the
                                    rights and obligations of the Servicer under
                                    the Agreement. If such event occurs when CPS
                                    is  the  Servicer,  or,  if CPS  resigns  as
                                    Servicer or is terminated as Servicer by the
                                    Certificate   Insurer,   Norwest   (in  such
                                    capacity,   the  "Standby  Servicer"),   has
                                    agreed to serve as successor  Servicer under
                                    the   Agreement   pursuant  to  a  Servicing
                                    Assumption Agreement dated as of May 1, 1998
                                    among  CPS,  the  Standby  Servicer  and the
                                    Trustee    (the    "Servicing     Assumption
                                    Agreement").   The  Standby   Servicer  will
                                    receive a portion of the  Servicing Fee (the
                                    "Standby  Fee") for  agreeing to stand by as
                                    successor  Servicer and for performing other
                                    functions.  If the  Standby  Servicer or any
                                    other entity  serving at the time as Standby
                                    Servicer becomes the successor Servicer,  it
                                    will receive compensation at a Servicing Fee
                                    Rate not to exceed 3.00% per annum.

Servicing Fee:                      The Servicing Fee for each Distribution Date
                                    shall be equal to the sum of (i) the  result
                                    of  one-twelfth  times  2.00%  of  the  Pool
                                    Balance as of the close of  business  on the
                                    last day of the second preceding  Collection
                                    Period  plus (ii) the result of  one-twelfth
                                    times  0.08%  of the  aggregate  outstanding
                                    principal  balance of the Certificates as of
                                    the close of business on the last day of the
                                    second    preceding    Collection    Period;
                                    provided,  however, that with respect to the
                                    first Distribution Date the Servicer will be
                                    entitled to receive a Servicing Fee equal to
                                    the sum of (i)  the  result  of  one-twelfth
                                    times  2.00% of the  Original  Pool  Balance
                                    plus (ii) the  result of  one-twelfth  times
                                    0.08% of the aggregate outstanding principal
                                    balance  of  the   Certificates  as  of  the
                                    Closing  Date.   As   additional   servicing
                                    compensation,  the  Servicer  will  also  be
                                    entitled  to certain  late fees,  prepayment
                                    charges  and  other  administrative  fees or
                                    similar charges. For so long as CPS is








                                    Servicer,  a portion of the  Servicing  Fee,
                                    equal to the Standby Fee, will be payable to
                                    the Standby Servicer.

Optional Purchase:                  The Servicer may at its option  purchase all
                                    the  Receivables  as of the  last day of any
                                    month  on  or  after  which  the   aggregate
                                    principal  balance  of  the  Receivables  is
                                    equal  to 10% or less of the  Original  Pool
                                    Balance,  at a purchase  price  equal to the
                                    aggregate    principal    balance   of   the
                                    Receivables,  plus  accrued  interest at the
                                    respective    APRs;    provided   that   the
                                    Servicer's  right to  exercise  such  option
                                    will be subject to the prior approval of the
                                    Certificate  Insurer if, after giving effect
                                    thereto,  a claim  under  the  Policy  would
                                    occur or any amount owing to the Certificate
                                    Insurer  or  the  holders  of  the  Class  A
                                    Certificates would remain unpaid.

Certain Legal Aspects of
the Receivables;
Purchase Obligations:               In   connection   with   the   sale  of  the
                                    Receivables,   security   interests  in  the
                                    Financed  Vehicles  securing the Receivables
                                    will be assigned by the  Originators  to the
                                    Seller  pursuant to the Purchase  Agreements
                                    and by the Seller to the Trustee pursuant to
                                    the  Agreement.  Certain of the  Receivables
                                    (the "Affiliate Receivables"),  representing
                                    approximately   7.88%   of   the   aggregate
                                    principal  balance of the  Receivables as of
                                    the Cutoff  Date,  have been  originated  by
                                    Samco  or  Linc,   affiliates  of  CPS.  The
                                    certificates   of  title  to  the   Financed
                                    Vehicles  securing the Receivables  show the
                                    applicable Originator as the lienholder. Due
                                    to the  administrative  burden and  expense,
                                    the  certificates  of title to the  Financed
                                    Vehicles   (including   those  securing  the
                                    Affiliate  Receivables)  will not be amended
                                    or  re-issued  to  reflect  the   assignment
                                    thereof to the  Trustee.  In the  absence of
                                    such an amendment,  the Trustee may not have
                                    a   perfected   security   interest  in  the
                                    Financed  Vehicles  securing the Receivables
                                    in some states. The Seller will be obligated
                                    to purchase any Receivable sold to the Trust
                                    as to  which  there  did  not  exist  on the
                                    Closing Date a perfected  security  interest
                                    in the name of the  Seller  in the  Financed
                                    Vehicle,  and the Servicer will be obligated
                                    to purchase any Receivable sold to the Trust
                                    as  to  which  it  failed  to   maintain   a
                                    perfected  security  interest in the name of
                                    CPS,  Samco or Linc in the Financed  Vehicle
                                    securing such  Receivable  (which  perfected
                                    security  interest has been assigned to, and
                                    is for the benefit of, the  Trustee)  if, in
                                    either  case,  such  breach  materially  and
                                    adversely affects the interest of the Trust,
                                    the  Trustee or the  Certificate  Insurer in
                                    such  Receivable  and  if  such  failure  or
                                    breach  is not  cured by the last day of the
                                    second (or, if CPS or the  Servicer,  as the
                                    case may be, elects, the first) month








                                    following  the discovery by or notice to CPS
                                    or the Servicer, as the case may be, of such
                                    breach.  To the extent the security interest
                                    of CPS,  Samco  or Linc  is  perfected,  the
                                    Trustee   will  have  a  prior   claim  over
                                    subsequent   purchasers   of  such  Financed
                                    Vehicle   and   holders   of    subsequently
                                    perfected security  interests.  However,  as
                                    against  liens  for  repairs  of a  Financed
                                    Vehicle or for unpaid storage charges or for
                                    taxes   unpaid   by  an   Obligor   under  a
                                    Receivable,  or  through  fraud,  forgery or
                                    negligence or error, CPS, Samco or Linc, and
                                    therefore  the  Trust  could  lose its prior
                                    perfected  security  interest  in a Financed
                                    Vehicle.  Neither CPS nor the Servicer  will
                                    have any obligation to purchase a Receivable
                                    as to which a lien for repairs of a Financed
                                    Vehicle  or for taxes  unpaid by an  Obligor
                                    under a  Receivable  result  in  losing  the
                                    priority  of the  security  interest in such
                                    Financed Vehicle after the Closing Date.

Book-Entry Certificates:            The Class A  Certificates  initially will be
                                    represented  by  certificates  registered in
                                    the  name  of  Cede  & Co.  ("Cede")  as the
                                    nominee  of  The  Depository  Trust  Company
                                    ("DTC"),  and will only be  available in the
                                    form of  book-entries  on the records of DTC
                                    and participating  members thereof.  Persons
                                    acquiring  beneficial ownership interests in
                                    the Class A  Certificates  may elect to hold
                                    their  Certificates   through  DTC,  in  the
                                    United  States,  or Centrale de Livraison de
                                    Valeurs  Mobilieres  S.A.  ("CEDEL")  or the
                                    Euroclear System  ("Euroclear"),  in Europe.
                                    Transfers within DTC, CEDEL or Euroclear, as
                                    the case may be, will be in accordance  with
                                    the usual rules and operating  procedures of
                                    the relevant system.  So long as the Class A
                                    Certificates  are book- entry  Certificates,
                                    such  Certificates  will be evidenced by one
                                    or more Class A  Certificates  registered in
                                    the name of Cede,  as the  nominee of DTC or
                                    one    of    the    relevant    depositories
                                    (collectively, the "European Depositaries").
                                    Crossmarket    transfers   between   persons
                                    holding directly or indirectly  through DTC,
                                    on the one hand, and counterparties  holding
                                    directly  or  indirectly  through  CEDEL  or
                                    Euroclear, on the other, will be effected in
                                    DTC through Chase  Manhattan  Bank,  N.A. or
                                    Morgan  Guaranty  Trust Company of New York,
                                    as   depositories  of  CEDEL  or  Euroclear,
                                    respectively,  and each participating member
                                    of DTC. Certificates  representing the Class
                                    A Certificates  will be issued in definitive
                                    form only  under the  limited  circumstances
                                    described  herein.  All references herein to
                                    "holders"  of the  Class A  Certificates  or
                                    "Class A  Certificateholders"  shall reflect
                                    the rights of beneficial owners of the Class
                                    A  Certificates  ("Certificate  Owners")  as
                                    they may  indirectly  exercise  such  rights
                                    through DTC and








                                    participating  members  thereof,  except  as
                                    otherwise specified herein.

Tax Status:                         In the opinion of Mayer,  Brown & Platt,  as
                                    special tax counsel to the Seller, the Trust
                                    will be  classified  for federal  income tax
                                    purposes  as a  grantor  trust and not as an
                                    association   taxable   as  a   corporation.
                                    Certificateholders    must   report    their
                                    respective allocable shares of income earned
                                    on Trust  Assets  (other  than  any  amounts
                                    treated as "stripped  coupons") and, subject
                                    to   certain   limitations   applicable   to
                                    individuals,  estates and trusts, may deduct
                                    their   respective   allocable   shares   of
                                    reasonable  servicing  and  other  expenses.
                                    Prospective  investors  should  note that no
                                    rulings have been or will be sought from the
                                    Internal  Revenue  Service  (the  "Service")
                                    with  respect to any of the  federal  income
                                    tax consequences  discussed  herein,  and no
                                    assurance can be given that the Service will
                                    not take contrary positions.

ERISA Considerations:               As   described    herein,    the   Class   A
                                    Certificates  may be  purchased  by employee
                                    benefit   plans  that  are  subject  to  the
                                    Employee  Retirement  Income Security Act of
                                    1974, as amended ("ERISA"). Any benefit plan
                                    fiduciary  considering the purchase of Class
                                    A Certificates  should,  among other things,
                                    consult  with  its  counsel  in  determining
                                    whether all  required  conditions  have been
                                    satisfied.

Rating of the Class A Certificates: It is a condition of issuance that the Class
                                    A  Certificates  be rated  "Aaa" by  Moody's
                                    Investors  Service,   Inc.  ("Moody's")  and
                                    "AAA" by Standard & Poor's  Rating  Services
                                    ("Standard  &  Poor's"  and  together   with
                                    Moody's,  the  "Rating  Agencies"),  on  the
                                    basis of the  issuance  of the Policy by the
                                    Certificate  Insurer.  A security  rating is
                                    not a  recommendation  to buy,  sell or hold
                                    securities  and may be revised or  withdrawn
                                    at any time by the assigning Rating Agency.






II.      PORTFOLIO SUMMARY AS OF THE CUTOFF DATE
A. Composition of Receivables - ----------------------------------- Weighted Aggregate Number of Average Weighted Weighted Weighted Average APR Principal Receivables Principal Average Average Average of Receivables Balance in Pool Balance Remaining Term Original Term Seasoning - -------------- ------- ------- ------- -------------- ------------- --------- 20.45% 211,042,291 16,831 12,538.90 56.35 57.46 1.11
B. Distribution of Receivables by APR - ------------------------------------------- APR Range Percent of Greater Than Less Aggregate Percent of Number of Number of or Equal to Than Principal Balance Pool Balance Receivables Receivables - ----------- ---- ----------------- ------------ ----------- ----------- 15.00% 16.00% 30,079 0.01% 2 0.01% 16.00% 17.00% 176,988 0.08% 11 0.07% 17.00% 18.00% 7,618,134 3.61% 511 3.04% 18.00% 19.00% 34,391,142 16.30% 2,496 14.83% 19.00% 20.00% 36,217,745 17.16% 2,666 15.84% 20.00% 21.00% 43,318,487 20.53% 3,275 19.46% 21.00% 22.00% 47,645,179 22.58% 3,977 23.63% 22.00% 23.00% 7,102,323 3.37% 610 3.62% 23.00% 24.00% 14,399,487 6.82% 1,314 7.81% 24.00% 25.00% 19,143,628 9.07% 1,860 11.05% 25.00% 26.00% 706,261 0.33% 72 0.43% 26.00% 292,838 0.14% 37 0.22% Total 211,042,291 100.00% 16,831 100.00%
C. Distribution of Receivables by New vs. Used Vehicles - ------------------------------------------------------------- Percent of Aggregate Percent of Number of Number of New/Used Principal Balance Pool Balance Receivables Receivables - -------- ----------------- ------------ ----------- ----------- New 18,828,538 8.92% 1,184 7.03% Used 192,213,753 91.08% 15,647 92.97% Total 211,042,291 100.00% 16,831 100.00% - ------------------------------------------------------------------------------------------------------------------- THIS PAGE MUST BE ACCOMPANIED BY A DISCLAIMER. IF YOU DID NOT RECEIVE SUCH A DISCLAIMER, PLEASE CONTACT OUR FIRST UNION CAPITAL MARKETS REPRESENTATIVE IMMEDIATELY.
D. Geographic Distribution - -------------------------------- Percent of Aggregate Percent of Number of Number of State Principal Balance Pool Balance Receivables Receivables - ----- ----------------- ------------ ----------- ---------- California 38,892,156 18.43% 2,924 17.37% Florida 14,608,663 6.92% 1,195 7.10% Texas 13,765,389 6.52% 1,036 6.16% North Carolina 13,462,969 6.38% 1,028 6.11% Louisiana 11,846,030 5.61% 925 5.50% Alabama 11,562,410 5.48% 956 5.68% Michigan 11,414,123 5.41% 894 5.31% Pennsylvania 10,723,494 5.08% 866 5.15% Illinois 9,852,782 4.67% 839 4.98% Tennessee 7,423,124 3.52% 619 3.68% Georgia 6,835,549 3.24% 562 3.34% South Carolina 6,232,492 2.95% 500 2.97% New York 5,470,505 2.59% 464 2.76% Maryland 4,847,061 2.30% 386 2.29% New Jersey 4,170,187 1.98% 337 2.00% Hawaii 3,626,028 1.72% 294 1.75% Mississippi 3,491,417 1.65% 273 1.62% Indiana 3,358,638 1.59% 283 1.68% Virginia 3,325,633 1.58% 270 1.60% Nevada 3,283,201 1.56% 260 1.54% Ohio 3,193,490 1.51% 282 1.68% Washington 2,986,224 1.41% 239 1.42% Minnesota 2,973,233 1.41% 242 1.44% Kentucky 2,599,996 1.23% 232 1.38% All Others (1) 11,097,494 5.26% 925 5.50% Total 211,042,291 100.00% 16,831 100.00% (1) No state in "All Others" represents a percentage of the Pool Balance as of the Cutoff Date in excess of one percent. - ------------------------------------------------------------------------------------------------------------------- THIS PAGE MUST BE ACCOMPANIED BY A DISCLAIMER. IF YOU DID NOT RECEIVE SUCH A DISCLAIMER, PLEASE CONTACT OUR FIRST UNION CAPITAL MARKETS REPRESENTATIVE IMMEDIATELY.
E. Distribution of Receivables by Remaining Term - ------------------------------------------------------ Percent of Aggregate Percent of Number of Number of Remaining Term to Principal Balance Pool Balance Receivables Receivables - ----------------- ----------------- ------------ ----------- ----------- 15 - 20 6,231 0.00% 1 0.01% 21 - 25 410,833 0.19% 77 0.46% 26 - 30 1,012,533 0.48% 138 0.82% 31 - 35 3,798,515 1.80% 472 2.80% 36 - 40 2,595,661 1.23% 283 1.68% 41 - 45 3,477,629 1.65% 362 2.15% 46 - 50 16,974,351 8.04% 1,665 9.89% 51 - 55 14,256,546 6.76% 1,195 7.10% 56 - 60 168,509,991 79.85% 12,638 75.09% Total 211,042,291 100.00% 16,831 100.00%
F. Distribution of Receivables by Original Term - ----------------------------------------------------- Percent of Aggregate Percent of Number of Number of Original Term to Principal Balance Pool Balance Receivables Receivables - ---------------- ----------------- ------------ ----------- ----------- 21 - 25 411,124 0.19% 77 0.46% 26 - 30 1,004,721 0.48% 137 0.81% 31 - 35 6,444 0.00% 1 0.01% 36 - 40 5,037,067 2.39% 614 3.65% 41 - 45 4,292,581 2.03% 451 2.68% 46 - 50 17,346,965 8.22% 1,703 10.12% 51 - 55 14,155,656 6.71% 1,189 7.06% 56 - 60 168,787,733 79.98% 12,659 75.21% Total 211,042,291 100.00% 16,831 100.00% - ------------------------------------------------------------------------------------------------------------------- THIS PAGE MUST BE ACCOMPANIED BY A DISCLAIMER. IF YOU DID NOT RECEIVE SUCH A DISCLAIMER, PLEASE CONTACT OUR FIRST UNION CAPITAL MARKETS REPRESENTATIVE IMMEDIATELY.
G. Distribution of Receivables by Original Principal Balance - ------------------------------------------------------------------ Greater Percent of Than Less Aggregate Percent of Number of Number of or Equal to Than Principal Balance Pool Balance Receivables Receivables - ----------- ---- ----------------- ------------ ----------- ----------- $0 5,000 388,928 0.18% 93 0.55% 5,000 10,000 30,732,229 14.56% 3,694 21.95% 10,000 15,000 116,093,502 55.01% 9,433 56.05% 15,000 20,000 49,851,479 23.62% 2,972 17.66% 20,000 25,000 13,055,679 6.19% 603 3.58% 25,000 920,473 0.44% 36 0.21% Total 211,042,291 100.00% 16,831 100.00%
H. Distribution of Receivables by Model Year - -------------------------------------------------- Percent of Aggregate Percent of Number of Number of Model Year Principal Balance Pool Balance Receivables Receivables ---------- ----------------- ------------ ----------- ----------- Prior to 1990 10,533 0.00% 2 0.01% 1990 976,854 0.46% 135 0.80% 1991 2,018,773 0.96% 259 1.54% 1992 5,285,675 2.50% 585 3.48% 1993 11,621,775 5.51% 1,152 6.84% 1994 27,963,064 13.25% 2,461 14.62% 1995 56,407,428 26.73% 4,502 26.75% 1996 48,426,404 22.95% 3,704 22.01% 1997 43,013,104 20.38% 3,102 18.43% 1998 15,266,896 7.23% 926 5.50% 1999 51,784 0.02% 3 0.02% Total 211,042,291 100.00% 16,831 100.00%
I. Distribution of Receivables by Program Type - ---------------------------------------------------- Percent of Aggregate Percent of Number of Number of Program Principal Balance Pool Balance Receivables Receivables - ------- ----------------- ------------ ----------- ----------- Alpha 96,013,824 45.50% 7,247 43.06% Delta 22,344,531 10.59% 1,944 11.55% First-Time Buyer 18,008,194 8.53% 1,706 10.14% LINC 4,944,234 2.34% 382 2.27% Standard 68,228,073 32.33% 5,454 32.40% Super Alpha 1,503,435 0.71% 98 0.58% Total 211,042,291 100.00% 16,831 100.00% - ------------------------------------------------------------------------------------------------------------------- THIS PAGE MUST BE ACCOMPANIED BY A DISCLAIMER. IF YOU DID NOT RECEIVE SUCH A DISCLAIMER, PLEASE CONTACT OUR FIRST UNION CAPITAL MARKETS REPRESENTATIVE IMMEDIATELY.
J. Distribution of Receivables by Source of Origination - ------------------------------------------------------------- Percent of Aggregate Percent of Number of Number of Source Principal Balance Pool Balance Receivables Receivables - ------ ----------------- ------------ ----------- ----------- CPS 194,415,192 92.12% 15,433 91.69% LINC 4,955,345 2.35% 383 2.28% SAMCO 11,671,753 5.53% 1,015 6.03% Total 211,042,291 100.00% 16,831 100.00% - ------------------------------------------------------------------------------------------------------------------- THIS PAGE MUST BE ACCOMPANIED BY A DISCLAIMER. IF YOU DID NOT RECEIVE SUCH A DISCLAIMER, PLEASE CONTACT OUR FIRST UNION CAPITAL MARKETS REPRESENTATIVE IMMEDIATELY.
K. Distribution of Receivables by Date of Origination - ----------------------------------------------------------- Percent of Aggregate Percent of Number of Number of Date of Origination Principal Balance Pool Balance Receivables Receivables - ------------------- ----------------- ------------ ----------- ----------- 05/97 66,446 0.03% 5 0.03% 09/97 21,365 0.01% 2 0.01% 10/97 41,892 0.02% 5 0.03% 11/97 409,285 0.19% 33 0.20% 12/97 907,619 0.43% 73 0.43% 01/98 9,119,432 4.32% 735 4.37% 02/98 76,510,156 36.25% 6,153 36.56% 03/98 92,194,090 43.69% 7,337 43.56% 04/98 31,772,006 15.05% 2,488 14.78% Total 211,042,291 100.00% 16,831 100.00% - ------------------------------------------------------------------------------------------------------------------- THIS PAGE MUST BE ACCOMPANIED BY A DISCLAIMER. IF YOU DID NOT RECEIVE SUCH A DISCLAIMER, PLEASE CONTACT OUR FIRST UNION CAPITAL MARKETS REPRESENTATIVE IMMEDIATELY.
L. DEC Table - ------------------ Prepayment Speed (ABS) Month 1.00% 1.50% 1.70% 2.00% 2.50% - ----- ----- ----- ----- ----- ----- - 100.00% 100.00% 100.00% 100.00% 100.00% 1 97.92% 97.41% 97.21% 96.90% 96.38% 2 95.84% 94.84% 94.44% 93.83% 92.80% 3 93.77% 92.28% 91.68% 90.78% 89.26% 4 91.70% 89.74% 88.95% 87.76% 85.76% 5 89.64% 87.22% 86.24% 84.77% 82.30% 6 87.58% 84.71% 83.56% 81.81% 78.89% 7 85.53% 82.22% 80.89% 78.89% 75.51% 8 83.48% 79.75% 78.25% 75.99% 72.19% 9 81.44% 77.30% 75.64% 73.13% 68.91% 10 79.40% 74.87% 73.05% 70.30% 65.67% 11 77.37% 72.46% 70.48% 67.50% 62.49% 12 75.34% 70.07% 67.94% 64.74% 59.36% 13 73.33% 67.70% 65.44% 62.02% 56.28% 14 71.32% 65.36% 62.95% 59.33% 53.25% 15 69.32% 63.03% 60.50% 56.69% 50.27% 16 67.32% 60.74% 58.08% 54.08% 47.36% 17 65.34% 58.46% 55.69% 51.52% 44.50% 18 63.36% 56.22% 53.34% 49.00% 41.70% 19 61.40% 54.00% 51.01% 46.52% 38.96% 20 59.44% 51.80% 48.72% 44.09% 36.29% 21 57.49% 49.64% 46.47% 41.70% 33.68% 22 55.56% 47.50% 44.25% 39.36% 31.14% 23 53.63% 45.39% 42.07% 37.07% 28.66% 24 51.72% 43.32% 39.93% 34.83% 26.26% 25 49.82% 41.27% 37.83% 32.64% 23.92% 26 47.93% 39.26% 35.77% 30.51% 21.67% 27 46.05% 37.28% 33.75% 28.43% 19.48% 28 44.19% 35.34% 31.78% 26.41% 17.38% 29 42.34% 33.43% 29.85% 24.44% 15.35% - ------------------------------------------------------------------------------------------------------------------- THIS PAGE MUST BE ACCOMPANIED BY A DISCLAIMER. IF YOU DID NOT RECEIVE SUCH A DISCLAIMER, PLEASE CONTACT OUR FIRST UNION CAPITAL MARKETS REPRESENTATIVE IMMEDIATELY.
L. DEC Table (continued) - ------------------------------ Month 1.00% 1.50% 1.70% 2.00% 2.50% - ----- ----- ----- ----- ----- ----- 30 40.50% 31.56% 27.96% 22.53% 13.41% 31 38.68% 29.73% 26.12% 20.69% 11.55% 32 36.88% 27.94% 24.34% 18.91% 9.78% 33 35.09% 26.18% 22.60% 17.19% 8.10% 34 33.32% 24.47% 20.91% 15.53% 6.51% 35 31.56% 22.80% 19.27% 13.95% 5.01% 36 29.83% 21.18% 17.69% 12.44% 3.61% 37 28.11% 19.59% 16.16% 10.99% 2.30% 38 26.41% 18.06% 14.70% 9.62% 1.10% 39 24.73% 16.57% 13.29% 8.33% 0.00% 40 23.08% 15.13% 11.94% 7.11% 0.00% 41 21.44% 13.75% 10.65% 5.97% 0.00% 42 19.83% 12.41% 9.42% 4.92% 0.00% 43 18.23% 11.13% 8.26% 3.95% 0.00% 44 16.67% 9.90% 7.17% 3.06% 0.00% 45 15.12% 8.73% 6.15% 2.26% 0.00% 46 13.60% 7.61% 5.20% 1.56% 0.00% 47 12.11% 6.55% 4.32% 0.94% 0.00% 48 10.65% 5.56% 3.51% 0.42% 0.00% 49 9.21% 4.63% 2.78% 0.00% 0.00% 50 7.80% 3.76% 2.13% 0.00% 0.00% 51 6.42% 2.96% 1.56% 0.00% 0.00% 52 5.07% 2.22% 1.08% 0.00% 0.00% 53 3.75% 1.56% 0.67% 0.00% 0.00% 54 2.47% 0.96% 0.36% 0.00% 0.00% 55 1.22% 0.44% 0.13% 0.00% 0.00% 56 0.00% 0.00% 0.00% 0.00% 0.00% WAL 2.18 1.91 1.80 1.63 1.39 - ------------------------------------------------------------------------------------------------------------- THIS PAGE MUST BE ACCOMPANIED BY A DISCLAIMER. IF YOU DID NOT RECEIVE SUCH A DISCLAIMER, PLEASE CONTACT OUR FIRST UNION CAPITAL MARKETS REPRESENTATIVE IMMEDIATELY.
Coupon* 6.150% Dated date 05/15/98 Price 99.99874908 Settlement 05/18/98 BE Yield 6.230% First Payment 06/15/98 * Preliminary Coupon - subject to change
Distribution Class A Class A Class A Class A Date Balance Principal Interest Total Cash Flow ------------ ------- --------- -------- --------------- Closing 25,000,000 06/15/98 24,353,099 646,901 128,125 775,026 07/15/98 23,709,964 643,134 124,810 767,944 08/15/98 23,070,732 639,232 121,514 760,746 09/15/98 22,435,541 635,191 118,238 753,429 10/15/98 21,804,533 631,008 114,982 745,990 11/15/98 21,177,856 626,677 111,748 738,426 12/15/98 20,555,658 622,197 108,537 730,734 01/15/99 19,938,095 617,563 105,348 722,911 02/15/99 19,325,325 612,771 102,183 714,954 03/15/99 18,717,508 607,817 99,042 706,859 04/15/99 18,114,812 602,696 95,927 698,624 05/15/99 17,517,406 597,406 92,838 690,244 06/15/99 16,925,465 591,941 89,777 681,717 07/15/99 16,339,169 586,296 86,743 673,039 08/15/99 15,758,700 580,469 83,738 664,207 09/15/99 15,184,247 574,453 80,763 655,216 10/15/99 14,616,004 568,244 77,819 646,063 11/15/99 14,054,167 561,837 74,907 636,744 12/15/99 13,498,939 555,228 72,028 627,255 01/15/2000 12,950,528 548,411 69,182 617,593 02/15/2000 12,409,148 541,381 66,371 607,752 03/15/2000 11,875,015 534,133 63,597 597,730 04/15/2000 11,348,354 526,661 60,859 587,520 05/15/2000 10,829,394 518,960 58,160 577,121 06/15/2000 10,318,369 511,025 55,501 566,526 07/15/2000 9,815,520 502,849 52,882 555,731 08/15/2000 9,321,093 494,427 50,305 544,731 09/15/2000 8,835,341 485,752 47,771 533,523 10/15/2000 8,358,522 476,819 45,281 522,100 11/15/2000 7,890,901 467,621 42,837 510,458 12/15/2000 7,432,749 458,152 40,441 498,593 01/15/2001 6,984,344 448,405 38,093 486,498 02/15/2001 6,545,971 438,373 35,795 474,168 03/15/2001 6,117,921 428,050 33,548 461,598 04/15/2001 5,700,493 417,429 31,354 448,783 05/15/2001 5,293,991 406,501 29,215 435,716 06/15/2001 4,898,730 395,261 27,132 422,393 07/15/2001 4,515,029 383,701 25,106 408,807 08/15/2001 4,143,217 371,812 23,140 394,952 09/15/2001 3,783,629 359,588 21,234 380,822 10/15/2001 3,436,609 347,019 19,391 366,411 11/15/2001 3,102,510 334,099 17,613 351,712 12/15/2001 2,781,692 320,818 15,900 336,718 01/15/2002 2,474,524 307,168 14,256 321,424 02/15/2002 2,181,384 293,140 12,682 305,822 03/15/2002 1,902,658 278,726 11,180 289,906 04/15/2002 1,638,741 263,916 9,751 273,667 05/15/2002 1,390,040 248,701 8,399 257,100 06/15/2002 1,156,968 233,072 7,124 240,196 07/15/2002 939,950 217,018 5,929 222,948 08/15/2002 739,419 200,531 4,817 205,348 09/15/2002 555,821 183,598 3,790 187,388 10/15/2002 389,609 166,212 2,849 169,060 11/15/2002 241,249 148,360 1,997 150,357 12/15/2002 111,217 130,032 1,236 131,268 01/15/2003 0 111,217 570 111,787
05/Settlement Date 06/First Payment Date Class A P/Y Table Prepayment Speed (ABS) 1.00% 1.50% 1.70% 2.00% 2.50% 99-24 6.298% 6.317% 6.326% 6.341% 6.368% 99-25 6.282% 6.298% 6.306% 6.319% 6.343% 99-26 6.265% 6.280% 6.286% 6.297% 6.318% 99-27 6.249% 6.261% 6.266% 6.276% 6.293% 99-28 6.233% 6.242% 6.247% 6.254% 6.268% 99-29 6.217% 6.224% 6.227% 6.233% 6.243% Security 99-30 6.200% 6.205% 6.207% 6.211% 6.218% Price 99-31 6.184% 6.186% 6.187% 6.189% 6.193% 100-0 6.168% 6.168% 6.168% 6.168% 6.168% 100-1 6.151% 6.149% 6.148% 6.146% 6.143% 100-2 6.135% 6.130% 6.128% 6.125% 6.118% 100-3 6.119% 6.112% 6.109% 6.103% 6.093% 100-4 6.103% 6.093% 6.089% 6.081% 6.068% 100-5 6.087% 6.075% 6.069% 6.060% 6.043% 100-6 6.070% 6.056% 6.050% 6.038% 6.018% 100-7 6.054% 6.038% 6.030% 6.017% 5.993% 100-8 6.038% 6.019% 6.010% 5.995% 5.968% WAL 2.15 1.86 1.75 1.59 1.36 Coupon* 0.060 0.060 0.060 0.060 0.0609 * Preliminary - subject to change Run to Call