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, not in its individual capacity, but soley 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, National Association, as Indenture Trustee, dated as of
October 1, 1997 (the "Indenture") and the Sale and Servicing Agreement, dated as
of October 1, 1997 (the "Agreement"), among CITSF, as Servicer, Chase Manhattan
Bank USA, National Association and Chase Manhattan Bank, as Sellers, and
Wilmington Trust Company, as Owner Trustee. 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 26
day of March, 2001.

                                  CHASE MANHATTAN MARINE OWNER TRUST 1997-A
                                  BY: WILMINGTON TRUST COMPANY, not in its
                                      individual capacity, but soley as
                                      Owner Trustee


                                  /s/ Denise M. Geran
                                  ---------------------------------
                                  Name: Denise M. Geran

                                  Title: Financial Services Officer

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 National Association, as Indenture Trustee.

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

                                  /s/ Frank Garcia
                                  ---------------------------------
                                  Name:  Frank Garcia
                                  Title: Senior Vice President