ORIX Real Estate
Capital Markets, LLC
Paul Smyth
1717 Main Street, 12th Floor
Dallas, TX 75201
214-237-2010

March 3, 2000

ANNUAL STATEMENT AS TO COMPLIANCE
Special Servicing

Ladies and Gentlemen:

This  Officer's  Certificate  is  provided  to you by ORIX Real  Estate  Capital
Markets, LLC ("ORECM") pursuant to the terms outlined in the applicable sections
of certain  Agreements as referenced in the attached  Exhibit A, relative to the
securitization for which ORECM serves as Special Servicer.

The  undersigned  officer,  on behalf of ORECM,  hereby  inform you (i) that,  a
review of the  activities  of ORECM as Special  Servicer and of its  performance
under  each  respective   agreement  has  been  made  under  the   undersigned's
supervision for the period of time commencing  January 1, 1999 through  December
31,  1999 or a portion  thereof,  (ii) that,  to the best of such  undersigned's
knowledge,  based on such review,  it has fulfilled all of its obligations under
the agreement and has maintained an effective  internal  control system relating
to its servicing of the Mortgage Loans serviced by it,  throughout  such period,
and (iii) that, the undersigned has received no notice regarding  qualification,
nor challenging the status of the REMIC's from the IRS or any other governmental
body.

Also, please find attached, an Annual Independent Public Accountant's  Servicing
Report performed by Pricewaterhouse Coopers, L.L.P. relative to the assets being
serviced by ORECM for the period beginning  January 1, 1999 through December 31,
1999.

Duplicates  of these  documents  are being  simultaneously  sent to all  parties
listed on Exhibit B for receipt by March 15, 2000.

If you have any questions or comments relative to the attached documents, please
call me at 214-237-2010.

Sincerely,

ORIX Real Estate
Capital Markets, LLC


By:
           Paul Smyth
           Managing Director, Servicing

Attachments:

Annual Independent Public Accountant's Servicing Report
Exhibit A
Exhibit B