Chase Manhattan Bank USA National Association Watch

from 8-K ~20 pages Administration Agreement, Dated February 1, 1998

from 8-K ~50 pages Amended and Restated Trust Agreement,

from 8-K >50 pages Indenture, Dated February 1, 1998

from 8-K >50 pages Sale and Servicing Agreeement,

from 8-K >50 pages Pooling and Servicing Agreement

from S-3/A ~20 pages Administration Agreement

from S-3/A ~50 pages Indenture or similar

from S-3/A 1 page Amended and Restated Trust Agreement

from S-3/A 1 page <page> (Form Of) Certificate of Trust of Chase Manhattan Auto Owner Trust 199__-__ This Certificate of Trust of Chase Manhattan Auto Owner Trust 199__-__ (The "Trust"), Dated as of , 199__, Is Being Duly Executed and Filed by , a Banking Corporation, and , a , as Trustees, to Form a Business Trust Under the Delaware Business Trust Act (13 Del Code, Section 3801 Et Seq.). (A) Name. the Name of the Business Trust Formed Hereby Is Chase Manhattan Auto Owner Trust 199__-__. (B) Delaware Trustee. the Name and Business Address of the Trustee of the Trust Resident in the State of Delaware Is . (C) This Certificate of Trust Will Be Effective , 199___. in Witness Whereof, the Undersigned, Being the Sole Trustees of the Trust, Have Executed This Certificate of Trust as of the Date First Above Written. By: Not in Its Individual Capacity, but Solely as Owner Trustee of the Trust. By: Name: Title

from S-3/A ~50 pages Indenture or similar

from S-3/A ~50 pages Sale and Servicing Agreement

from S-3/A >50 pages Pooling and Servicing Agreement