Exhibit 99.1
Annual Statement as to Compliance
NationsBank, N.A.
NationsBank Auto Grantor Trust 1995-A
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The undersigned, a duly authorized representative of NationsBank, N.A., as
Servicer pursuant to the Pooling and Servicing Agreement dated as of December 6,
1995 (the "Agreement"), between NationsBank, N.A.; NationsBank, N.A. (South),
formerly NationsBank of Florida, N.A. and NationsBank of Georgia, N.A.; and
NationsBank of Texas, N.A., as Sellers and NationsBank, N.A., as Servicer, and
The Chase Manhattan Bank, formerly Chemical Bank, as Trustee, 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, 1996, 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 calendar
year, and no event which, with the giving of notice or passage of time or
both, would constitute a default by the Servicer 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 29th day of January, 1997.
By: /s/ Leslie J. Fitzpatrick
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Leslie J. Fitzpatrick
Senior Vice President
Exhibit 99.2
Report of Independent Accountants
August 30, 1996
To the Board of Directors of
NationsBank, N.A. and Chase Manhattan Bank
We have examined management's assertion, pursuant to section 3.11, about
NationsBank, N.A.'s (the "Company") compliance with sections 3.1 (a), 3.1 (d),
3.2, 3.3, 3.4, 3.5, 3.6, 3.7, 3.8, 3.9, 3.10, 3.11, 3.12, 3.13, 3.14, 4.1(a)
(ii-iii), 4.1 (b)(i-iii), 4.2, 4.3, 4.4, 4.5(a-b), 4.7 and 9.1 except for
references from such sections to a section (and references therefrom) in
Article III or Article IV not specifically delineated herein - of the Pooling
and Servicing Agreement for the Auto Grantor Trust 1995-A dated December 6,
1995 (the "Agreement"), between the Company, NationsBank of Texas, N.A.,
NationsBank of Florida, N.A. and NationsBank of Georgia, N.A., as Sellers; the
Company, as Servicer; and Chase Manhattan Bank, formerly Chemical Bank, as
Trustee and Collateral Agent, during the period December 6, 1995 to August 30,
1996 included in the accompanying Report of Management on Compliance with
Pooling 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.
By: /s/ Price Waterhouse LLP
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Exhibit 99.2
Report of Management on Compliance with
Pooling and Servicing Agreement
NationsBank, N.A. (the "Company") has responsibility for the monthly and annual
reporting in compliance with the Pooling and Servicing Agreement (the
"Agreement") for the Auto Grantor Trust 1995-A (the "Trust") dated December 6,
1995 between the Company, NationsBank of Texas, N.A., NationsBank of Florida,
N.A. and NationsBank of Georgia, N.A., as Sellers; the Company, as Servicer; and
Chase Manhattan Bank, formerly Chemical Bank, as Trustee and Collateral Agent.
Management of the Company asserts that for the period of December 6, 1995 to
August 30, 1996, the Company was in compliance with sections of the Agreement
related to servicing of the Receivables held by the Trust in all material
respects.
By: /s/ Leslie J. Fitzpatrick By: /s/ John W. Brothers
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Leslie J. Fitzpatrick John W. Brothers
Senior Vice President Senior Vice President
NationsBank, N.A. NationsBank, N.A.
By: /s/ Charles S. Brummitt By: /s/ Thomas C. Bowers
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Charles S. Brummitt Thomas C. Bowers
Senior Vice President Senior Vice President
NationsBank, N.A. NationsBank, N.A.
By: /s/ Tracy H. Chandler
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Tracy H. Chandler
Vice President
NationsBank, N.A.