Imperial Credit Industries, Inc. and Imperial Credit Commercial
              Mortgage Investment Corp. announce Merger Agreement


Los Angeles, California, July 22, 1999.  Imperial Credit Commercial Mortgage
Investment Corp. (Nasdaq: ICMI) and Imperial Credit Industries, Inc. (Nasdaq:
ICII) announced today that they have entered into a definitive agreement under
which ICII will acquire all of the outstanding shares of ICCMIC (other than
shares already owned by it and certain of its affiliates and subsidiaries) for a
cash purchase price of $11.50 per share, subject to increase under certain
circumstances.  The purchase price reflects a 16.5% premium to ICCMIC's closing
price of $9.875 on May 12, 1999, the day before ICII publicly announced its
initial proposal to acquire ICCMIC.  Completion of the merger is conditioned on,
among other things, the approval of the holders of at least a majority of the
outstanding shares of ICCMIC common stock held by holders other than ICII and
certain of its subsidiaries and affiliates.

ICII and certain of its subsidiaries and affiliates currently own approximately
2,790,053 shares of ICCMIC common stock, constituting approximately 9.8% of the
outstanding shares. ICCMIC's manager, Imperial Credit Commercial Asset
Management Corp., is a wholly owned subsidiary of ICII.

The merger agreement provides for the prompt appraisal of the termination amount
payable in certain circumstances by ICCMIC under the management agreement with
Imperial Credit Commercial Asset Management Corp.  If the appraised value of the
termination amount is less than $35 million, ICII has agreed to increase the
merger consideration payable to holders of ICCMIC shares (other than ICII and
its subsidiaries) by the amount by which $35 million exceeds the appraised
value.  ICII will not receive any payment from ICCMIC as a result of the
termination of the management agreement upon the closing of the merger
transaction between ICCMIC and ICII.  In addition, in the event the merger
agreement it terminated (other than as a result of a default by ICCMIC), the
management agreement will terminate no later than October 22, 1999 and Imperial
Credit Commercial Asset Management Corp. will accept the lesser of $35 million
and the appraised value of the termination amount as payment in full of the
termination amount.

The merger agreement contemplates that ICCMIC will, during the 60 days following
the appointment of the appraisal firm to be engaged to appraise the management
agreement, solicit and explore alternative transactions which would provide its
stockholders with a more favorable alternative to the ICII merger.  During this
60-day period, ICCMIC may terminate the Merger Agreement in favor of a superior
proposal.  In the event of such a termination, ICCMIC will be obligated to
reimburse ICII for certain of its expenses incurred in connection with the
proposed merger, not to exceed $2 million.

The merger agreement also provides that ICII will purchase certain remaining
mortgage loans


previously acquired by ICCMIC from Southern Pacific Bank and not previously
repurchased by Southern Pacific Bank. Separately, ICII's affiliate, Franchise
Mortgage Acceptance Company (Nasdaq: FMAX), is expected to repurchase certain
mortgage loans previously acquired by ICCMIC from Franchise Mortgage Acceptance
Company.

Unless the merger agreement is terminated for a superior proposal, the
transaction is expected to be completed during the fourth quarter of 1999.
Prudential Securities Incorporated is serving as financial advisor to the
special committee of the Board of ICCMIC initially formed to deal with ICII's
unsolicited offer, and Friedman, Billings, Ramsey & Co., Inc. is serving as
financial advisor to ICII.

Joseph Jaconi, Chairman of the special committee, stated: "We are gratified that
ICCMIC stockholders will have the opportunity to achieve immediate liquidity for
their investment in ICCMIC through ICII's $11.50 per share cash transaction,
with the possible upside from either additional consideration to be paid by ICII
in connection with the appraisal of ICCMIC's management agreement or a superior
proposal."

ICCMIC is a publicly traded real estate investment trust that invests primarily
in multifamily and commercial mortgage loans, real property and commercial
mortgage-backed securities.

ICII, a diversified financial services holding company, was formed in 1991 and
is headquartered in Torrance, California.  ICII's major business activities are
conducted through its five wholly owned subsidiaries: Southern Pacific Bank,
Imperial Business Credit, Inc., Imperial Credit Advisors, Inc., Imperial Credit
Commercial Asset Management Corp. and Statewide Documentation, Inc.  ICII's
majority owned subsidiary is Imperial Capital Group, LLC (approximately 60%
ownership).  ICII's significant equity investment is Franchise Mortgage
Acceptance Company (38.3%) ownership (Nasdaq: FMAX).  ICII, its subsidiaries and
affiliates, offer a wide variety of financial services, investment products, and
asset management services.

Certain statements contained herein are "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended.  These forward-looking statements may be
identified by reference to a future period(s) or by use of forward-looking
terminology, such as "may," "will," "intend," "should," "expect," "anticipate,"
"estimate" or "continue" or the negatives thereof or other comparable
terminology.  ICCMIC's actual results could differ materially from those
anticipated in such forward-looking statements due to a variety of factors,
including, but not limited to, changes in national, regional or local economic
environments, competitive products and pricing, governmental fiscal and monetary
policies, changes in prevailing interest rates, the course of negotiations, the
fulfillment of contractual conditions, factors inherent in the valuation and
pricing of interests in commercial mortgage-backed securities, other factors
generally understood to affect the real estate acquisition, mortgage and leasing
markets and security investment, and the other risks detailed in


ICCMIC's Registration Statement on Form S-11, as amended, filed with the
Securities and Exchange Commission (the "SEC"), periodic reports on Forms 10-Q,
8-K and 10-K and any amendments with respect thereto filed with the SEC and
other filings made by ICCMIC with the SEC.

For further information contact: Michael Meltzer, Chief Financial Officer of
ICCMIC at (310) 231-5906 or Kevin E. Villani of ICII at (310) 791-8027.