EXHIBIT 99

                  REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS        


 To the Board of Directors of Fleetwood Credit Corp. and 
 The First National Bank of Chicago as trustee:  
        

We have audited, in accordance with generally accepted auditing
standards the financial statements of FLEETWOOD CREDIT CORP. and
SUBSIDIARY as of April 30, 1996 and have issued our report thereon
dated May 31. 1996,  
        
The audit referred to above included tests relating to simple interest
retail installment sales contracts serviced for others in accordance
with the requirements of the Uniform Single Audit    Program for
Mortgage Bankers. Our audit disclosed no exceptions or errors in
records relating to simple interest retail installment sales contracts
serviced for others that, in our opinion, the Program requires us to
report.  
        
We are independent with respect to Fleetwood Credit Corp. within the
meaning of the Code of Professional Conduct of the American Institute
of Certified Public Accountants.
          
This report is intended solely for the information and use of the board
of directors and management of Fleetwood Credit Corp. and The First
National Bank of Chicago end should not be used for any 
other purpose.  
        
        
        
                       /S/ARTHUR ANDERSEN LLP
                       ARTHUR ANDERSEN LLP

County, California  
May 31, 1996