0001047469-98-033655 Sample Contracts

FORM OF
Subsequent Purchase Agreement • September 3rd, 1998 • Eaglemark Inc • Asset-backed securities • Illinois
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FORM OF
Pooling and Servicing Agreement • September 3rd, 1998 • Eaglemark Inc • Asset-backed securities • Illinois
dated as of AGREEMENT TO DEPOSIT CONTRACTS TABLE OF CONTENTS
Eaglemark Inc • September 3rd, 1998 • Asset-backed securities • Illinois
FORM OF
Security Agreement • September 3rd, 1998 • Eaglemark Inc • Asset-backed securities • Illinois
] [ ]% Harley-Davidson Motorcycle Contract Backed Notes, Class A-1 $[ ] [ ]% Harley-Davidson Motorcycle Contract Backed Notes, Class A-2
Sale and Servicing Agreement • September 3rd, 1998 • Eaglemark Inc • Asset-backed securities • Illinois
September 3, 1998
Eaglemark Inc • September 3rd, 1998 • Asset-backed securities
September 3, 1998
Eaglemark Inc • September 3rd, 1998 • Asset-backed securities

We have acted as special federal tax counsel to the Harley-Davidson Eaglemark Motorcycle Trusts (each, a "TRUST") referred to below in connection with the filing by Eaglemark, Inc., a Nevada corporation (the "COMPANY"), as sponsor of the Trusts, of the registration statement on Form S-3 (such registration statement, together with the exhibits and any amendments thereto, the "REGISTRATION STATEMENT"), registering up to $1,200,000,000 aggregate principal amount of asset-backed notes (the "NOTES") and asset-backed certificates (the "CERTIFICATES" and, together with the Notes, the "SECURITIES"). The Registration Statement has been filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the "SECURITIES ACT"). As described in the Registration Statement, the Securities will be issued from time to time in one or more series (each, a "SERIES"). Each Series of Securities is to be issued under and pursuant to the terms of a separate Pooling and Servicing Ag

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