KPMG
KPMG LLP
Suite 2300
Three Wachovia Center
401 South Tryon Street
Charlotte. NC 28202-1911
Independent Accountants' Report
The Board of Directors
Wachovia Bank, National Association:
We have examined management's assertion, included in the accompanying management
assertion, that the Commercial Real Estate Servicing Division of Wachovia Bank,
National Association (the Bank) complied with the minimum servicing standards set
forth in the Mortgage Bankers Association of America's (MBA's) Uniform Single
Attestation Program for Mortgage Bankers, except for minimum servicing standards V.4
and VI.1, which the MBA has interpreted as being inapplicable to the servicing of
commercial and multifamily loans, as of and for the year ended December 31, 2004.
Management is responsible for the Bank's compliance with those minimum servicing
standards. Our responsibility is to express an opinion on management's assertion about
the Bank's compliance based on our examination.
Our examination was condu cted in accordance with attestation standards established by
the American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with the minimum
servicing standards specified above and performing such other procedures as we
considered necessary in the circumstances. We believe that our examination provides a
reasonable basis for our opinion. Our examination does not provide a legal determination
on the Bank's compliance with the minimum servicing standards.
In our opinion, management's assertion that the Bank has complied with the
aforementioned minimum servicing standards as of and for the year ended December 31,
2004 is fairly stated, in all material respects.
KPMG LLP
March 10, 2005
KPMG LLP, a U.S. limited liability partnership, is the U.S.
member firm of KPMG International, a Swiss cooperative.
