Exhibit 99.4


                    CHASE MANHATTAN MARINE OWNER TRUST 1997-A
                           ANNUAL ISSUER'S CERTIFICATE

                            COMPLIANCE WITH INDENTURE

         The undersigned certifies that he is an Authorized Officer of
Wilmington Trust Company, as Owner Trustee for Chase Manhattan Marine Owner
Trust 1997-A and that he is duly authorized to execute and deliver this
certificate on behalf of the Issuer in connection with Section 3.9 of the
Indenture between the Issuer and Wells Fargo Bank Minnesota, N.A. formerly
Norwest Bank Minnesota, National Association, as Indenture Trustee, dated as of
October 1, 1997 (the "Indenture"). All capitalized terms used herein without
definition shall have the respective meanings specified in the Indenture and the
Agreement.

         The undersigned further certifies that a review of the activities of
the Issuer for the preceding calendar year has been made under his supervision
and, to the best of his knowledge, the Issuer has fulfilled its obligations
under the Indenture for the preceding calendar year.

         IN WITNESS WHEREOF, I have affixed hereto my signature as of this 10th
day of February, 2003.

                                  CHASE MANHATTAN MARINE OWNER TRUST 1997-A
                                  BY: WILMINGTON TRUST COMPANY, as Owner Trustee

                                  /s/ Denise M. Geran
                                  ------------------------
                                  Name: Denise M. Geran
                                  Title: Vice President

The CIT Group/Sales Financing, Inc., as Servicer, hereby requests that
Wilmington Trust Company execute the above Issuer's Certificate and deliver it
to Wells Fargo Bank Minnesota, N.A., as Indenture Trustee.

                                   THE CIT GROUP/SALES
                                   FINANCING, INC., as Servicer

                                   /s/ William L. Schumm
                                   ---------------------
                                   Name:  William L. Schumm
                                   Title:    Executive Vice President