UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
Amendment No. 1
(Mark one)
/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2006
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission file number: 333-134218-03
Carrington Mortgage Loan Trust, Series 2006-FRE2
(exact name of issuing entity as specified in its charter)
Stanwich Asset Acceptance Company, L.L.C.
(exact name of the depositor as specified in its charter)
Carrington Securities, LP
(exact name of the sponsor as specified in its charter)
New York 51-0606886
(State or other jurisdiction of 51-0606887
incorporation or organization) (I.R.S. Employer
Identification No.)
c/o Wells Fargo Bank, N.A.
9062 Old Annapolis Road
Columbia, MD 21045
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (410) 884-2000
The assessment of compliance with servicing criteria of Fremont Investment &
Loan that is attached to this Form 10-K/A as Exhibit 33(a) has been revised
from the assessment of compliance that was filed with the initial Form 10-K
filed by the registrant with the Securities and Exchange Commission on March
30, 2007.
In addition, this Form 10-K/A contains the attestation report by a registered
public accounting firm related to the Report on Assessment of Fremont
Investment & Loan required by Regulation AB.
Securities registered pursuant to Section 12(b) of the Act:
NONE.
Securities registered pursuant to Section 12(g) of the Act:
NONE.
Indicate by check mark if the registrant is a well-known seasoned issuer,
as defined in Rule 405 of the Securities Act.
Yes ___ No X
Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act.
Yes ___ No X
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes X No ___
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K ( 229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by reference
in Part III of this Form 10-K or any amendment to this Form 10-K.
Not applicable.
Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated filer, or a non-accelerated filer. See definition of
"accelerated filer and large accelerated filer" in Rule 12b-2 of the
Exchange Act. (Check one):
Large accelerated filer ___ Accelerated filer ___ Non-accelerated filer X
Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Act).
Yes ___ No X
State the aggregate market value of the voting and non-voting common
equity held by non-affiliates computed by reference to the price at which
the common equity was last sold, or the average bid and asked price of
such common equity, as of the last business day of the registrant's most
recently completed second fiscal quarter.
Registrant does not have any voting stock.
Documents Incorporated by Reference
List hereunder the following documents if incorporated by reference and
the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the
document is incorporated: (1)Any annual report to security holders; (2)
Any proxy or information statement; and (3)Any prospectus filed pursuant
to Rule 424(b) or (c) under the Securities Act of 1933. The listed
documents should be clearly described for identification purposes (e.g.,
annual report to security holders for fiscal year ended December 24, 1980).
Not applicable.
PART I
Item 1. Business.
Omitted in accordance with General Instruction J to Form 10-K.
Item 1A. Risk Factors.
Omitted in accordance with General Instruction J to Form 10-K.
Item 1B. Unresolved Staff Comments.
None.
Item 2. Properties.
Omitted in accordance with General Instruction J to Form 10-K.
Item 3. Legal Proceedings.
Omitted in accordance with General Instruction J to Form 10-K.
Item 4. Submission of Matters to a Vote of Security Holders.
Omitted in accordance with General Instruction J to Form 10-K.
PART II
Item 5. Market for Registrant's Common Equity, Related Stockholder
Matters and Issuer Purchases of Equity Securities.
Omitted in accordance with General Instruction J to Form 10-K.
Item 6. Selected Financial Data.
Omitted in accordance with General Instruction J to Form 10-K.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Omitted in accordance with General Instruction J to Form 10-K.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
Omitted in accordance with General Instruction J to Form 10-K.
Item 8. Financial Statements and Supplementary Data.
Omitted in accordance with General Instruction J to Form 10-K.
Item 9. Changes in and Disagreements With Accountants on Accounting and
Financial Disclosure.
Omitted in accordance with General Instruction J to Form 10-K.
Item 9A. Controls and Procedures.
Omitted in accordance with General Instruction J to Form 10-K.
Item 9A(T). Controls and Procedures.
Not applicable.
Item 9B. Other Information.
Recent Events Relating to Fremont Investment & Loan
Pursuant to a Form 12b-25 filed on March 2, 2007, Fremont General Corporation
("Fremont General"), the parent of Fremont Investment & Loan ("Fremont"),
announced that it was delaying the filing of its Annual Report on Form 10-K
for the fiscal year ended December 31, 2006.
Fremont General also announced that, in light of the current operating
environment for subprime mortgage lenders and recent legislative and
regulatory events, Fremont intends to exit its subprime residential real
estate lending business. Fremont General is engaged in discussions with
various parties regarding the sale or other disposition of the residential
loan origination platform and has engaged Credit Suisse Securities LLC in
connection therewith; however, there can be no assurance that Fremont General
or its affiliates will be able to enter into any transaction involving its
residential loan origination platform.
Additionally, on March 7, 2006, Fremont General announced that it, Fremont and
Fremont General's wholly owned subsidiary, Fremont General Credit Corporation,
have consented to the terms of a cease and desist order issued by the Federal
Deposit Insurance Corporation without admitting to the allegations contained
therein. The cease and desist order requires, among other things, Fremont to
cease and desist from the following:
* Operating with management whose policies and practices are
detrimental to Fremont;
* Operating Fremont without effective risk management policies and
procedures in place in relation to Fremont's brokered subprime
mortgage lending and commercial real estate construction lending
businesses;
* Operating with inadequate underwriting criteria and excessive risk in
relation to the kind and quality of assets held by Fremont;
* Operating without an accurate, rigorous and properly documented
methodology concerning its allowance for loan and lease losses;
* Operating with a large volume of poor quality loans;
* Engaging in unsatisfactory lending practices;
* Operating without an adequate strategic plan in relation to the
volatility of Fremont's business lines and the kind and quality of
assets held by Fremont;
* Operating with inadequate capital in relation to the kind and quality
of assets held by Fremont;
* Operating in such a manner as to produce low and unsustainable earnings;
* Operating with inadequate provisions for liquidity in relation to the
volatility of Fremont's business lines and the kind and quality of
assets held by Fremont;
* Marketing and extending adjustable-rate mortgage products to subprime
borrowers in an unsafe and unsound manner that greatly increases the
risk that borrowers will default on the loans or otherwise cause losses
to Fremont, including (1) adjustable-rate mortgage products that
qualify borrowers for loans with low initial payments based on an
introductory rate that will expire after an initial period, without
adequate analysis of the borrower's ability to repay at the fully
indexed rate, (2) adjustable-rate mortgage products containing features
likely to require frequent refinancing to maintain affordable monthly
payment or to avoid foreclosure, and (3) loans or loan arrangements
with loan-to-value ratios approaching or exceeding 100 percent of the
value of the collateral;
* Making mortgage loans without adequately considering the borrower's
ability to repay the mortgage according to its terms;
* Operating in violation of Section 23B of the Federal Reserve Act, in
that Fremont engaged in transactions with its affiliates on terms and
under circumstances that in good faith would not be offered to, or
would not apply to, nonaffiliated companies; and
* Operating inconsistently with the Federal Deposit Insurance
Corporation's Interagency Advisory on Mortgage Banking and Interagency
Expanded Guidance for Subprime Lending Programs.
The cease and desist order also requires Fremont to take a number of steps,
including (1) having and retaining qualified management; (2) limiting Fremont
General's and Fremont General Credit Corporation's representation on Fremont's
board of directors and requiring that independent directors comprise a
majority of Fremont's board of directors; (3) revising and implementing
written lending policies to provide effective guidance and control over
Fremont's residential lending function; (4) revising and implementing policies
governing communications with consumers to ensure that borrowers are provided
with sufficient information; (5) implementing control systems to monitor
whether Fremont's actual practices are consistent with its policies and
procedures; (6) implementing a third-party mortgage broker monitoring program
and plan; (7) developing a five-year strategic plan, including policies and
procedures for diversifying Fremont's loan portfolio; (8) implementing a
policy covering Fremont's capital analysis on subprime residential loans; (9)
performing quarterly valuations and cash flow analyses on Fremont's residual
interests and mortgage servicing rights from its residential lending
operation, and obtaining annual independent valuations of such interests and
rights; (10) limiting extensions of credit to certain commercial real estate
borrowers; (11) implementing a written lending and collection policy to
provide effective guidance and control over Fremont's commercial real estate
lending function, including a planned material reduction in the volume of
funded and unfunded nonrecourse lending and loans for condominium conversion
and construction as a percentage of Tier I capital; (12) submitting a capital
plan that will include a Tier I capital ratio of not less than 14% of
Fremont's total assets; (13) implementing a written profit plan; (14) limiting
the payment of cash dividends by Fremont without the prior written consent of
the Federal Deposit Insurance Corporation and the Commissioner of the
California Department of Financial Institutions; (15) implementing a written
liquidity and funds management policy to provide effective guidance and
control over Fremont's liquidity position and needs; (16) prohibiting the
receipt, renewal or rollover of brokered deposit accounts without obtaining a
Brokered Deposit Waiver approved by the Federal Deposit Insurance Corporation;
(17) reducing adversely classified assets; and (18) implementing a
comprehensive plan for the methodology for determining the adequacy of the
allowance for loan and lease losses.
Further, Fremont General is analyzing, in connection with the preparation of
Fremont General's consolidated financial statements as of and for the period
ended December 31, 2006, the Federal Deposit Insurance Corporation's criticism
with respect to Fremont General's methodology for determining the carrying
value of Fremont General's residential real estate loans held for sale.
In addition, on March 5, 2007, Moody's Investors Service, Inc. downgraded
Fremont's residential primary servicer rating for subprime mortgage loans to
"SQ4+" from "SQ3+" and placed such rating on review for possible further
downgrade and on March 6, 2007, Fitch Ratings, Inc. downgraded Fremont's
residential primary servicer rating for subprime mortgage loans to "RPS4" from
"RPS3+" and placed such rating on "Watch Negative", indicating that further
downgrades of such rating are possible.
PART III
Item 10. Directors, Executive Officers and Corporate Governance.
Omitted in accordance with General Instruction J to Form 10-K.
Item 11. Executive Compensation.
Omitted in accordance with General Instruction J to Form 10-K.
Item 12. Security Ownership of Certain Beneficial Owners and
Management and Related Stockholder Matters.
Omitted in accordance with General Instruction J to Form 10-K.
Item 13. Certain Relationships and Related Transactions, and Director
Independence.
Omitted in accordance with General Instruction J to Form 10-K.
Item 14. Principal Accounting Fees and Services.
Omitted in accordance with General Instruction J to Form 10-K.
ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB
Item 1112(b) of Regulation AB, Significant Obligor Financial Information.
No single obligor represents 10% or more of the pool assets held
by the issuing entity.
Item 1114(b)(2) of Regulation AB. Credit Enhancement and Other Support,
Except for Certain Derivatives Instruments (Information Regarding
Significant Enhancement Providers).
Based on the standards set forth in Item 1114(b)(2) of Regulation AB, no
information is required in response to this item.
Item 1115(b) of Regulation AB. Certain Derivatives Instruments (Financial
Information).
Based on the standards set forth in Item 1115(b) of Regulation AB, no
information is required in response to this Item.
Item 1117 of Regulation AB, Legal Proceedings.
The Registrant knows of no material pending proceedings against the Sponsor,
the Depositor, the Issuing Entity, Fremont Investment and Loan, as Originator
and as Servicer, Wells Fargo Bank, N.A., as Trustee, or of which any property
of the foregoing is the subject.
Item 1119 of Regulation AB, Affiliations and Certain Relationships and
Related Transactions.
Omitted in accordance with Instruction to Item 1119 of
Regulation AB.
Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria.
Wells Fargo Bank, N.A., as Trustee and Custodian, Fremont Investment and Loan,
as Servicer, and LandAmerica Tax and Flood Services as Sub-Contractor for
Fremont Investment & Loan (collectively, the "Servicing Parties") have each
been identified by the registrant as parties participating in the servicing
function with respect to the pool assets held by the Issuing Entity. Each of
the Servicing Parties has completed a report on an assessment of compliance
with the servicing criteria applicable to it (each, a "Report on Assessment"),
which Reports on Assessment are attached as exhibits to this Form 10-K.
In addition, each of the Servicing Parties has provided an attestation report
(an "Attestation Report") by one or more registered public accounting firms,
which reports are also attached as exhibits to this Form 10-K.
The 1122 statements for Wells Fargo Bank, National Association (Corporate
Trust Services; the "Company") has disclosed material noncompliance with
criterion 1122(d)(3)(i), as applicable to the Company during the twelve months
ended December 31. 2006. Certain monthly investor or remittance reports
included errors in the calculation and/or the reporting of delinquencies for
the pool assets.
Item 1123 of Regulation AB, Servicer Compliance Statement.
Fremont Investment and Loan, as Servicer, has been identified by the
registrant as the servicer with respect to the asset pool held by the Issuing
Entity. Fremont Investment and Loan has completed a statement of compliance
with applicable servicing criteria (a "Compliance Statement") attached as
exhibits to this Form 10-K.
PART IV
Item 15. Exhibits, Financial Statement Schedules.
(a) Not applicable.
(b) Exhibits
The exhibits listed below are either included or incorporated by reference
as indicated:
(3.1) Certificate of Formation of the Registrant, dated as of January 26,
2005 (Incorporated by reference to Exhibit 3.1 of Registration
Statement No. 333-124562 filed on May 2, 2005)
(3.2) Limited Liability Company Agreement of the Registrant, dated as of
January 26, 2005 (Incorporated by reference to Exhibit 3.2 of
Registration Statement No. 333-124562 filed on May 2, 2005)
(4.1) Pooling and Servicing Agreement and the exhibits thereto, dated as
of October 1, 2006, among the Registrant, Fremont Investment & Loan,
as Servicer, and Wells Fargo Bank, N.A., as Trustee. <F3>
(10.1) Mortgage Loan Purchase Agreement, dated as of October 18, 2006,
among the Registrant, Fremont Investment & Loan and Carrington
Securities, LP. <F3>
(10.2) Confirmation to ISDA Master Agreement, dated October 18, 2006,
between Swiss Re Financial Products Corporation and Wells Fargo
Bank, N.A. <F3>
(10.3) Schedule to ISDA Master Agreement dated October 18, 2006, between
Swiss Re Financial Products Corporation and Wells Fargo .
Bank, N.A. <F3>
(31) Rule 13a-14(d)/15d-14(d) Certifications.
(33) Reports on assessment of compliance with servicing criteria for
asset-backed securities.
<s> <c>
a) Fremont Investment & Loan, as Servicer <F1>
b) LandAmerica Tax and Flood Services as Sub-Contractor for Fremont Investment & Loan <F1>
c) Wells Fargo Bank, N.A., as Trustee <F1>
d) Wells Fargo Bank, N.A., as Custodian <F1>
(34) Attestation reports on assessment of compliance with servicing
criteria for asset-backed securities.
<s> <c>
a) Fremont Investment & Loan, as Servicer <F1>
b) LandAmerica Tax and Flood Services as Sub-Contractor for Fremont Investment & Loan <F1>
c) Wells Fargo Bank, N.A., as Trustee <F1>
d) Wells Fargo Bank, N.A., as Custodian <F1>
(35) Servicer compliance statement.
<s> <c>
a) Fremont Investment & Loan, as Servicer <F1>
b) LandAmerica Tax and Flood Services as Sub-Contractor for Fremont Investment & Loan <F2>
c) Wells Fargo Bank, N.A., as Trustee <F2>
d) Wells Fargo Bank, N.A., as Custodian <F2>
(c) Not applicable.
<F1> Filed herewith.
<F2> Pursuant to Instruction to Item 1123 of Regulation AB, this servicing
function participant is not required to provide the servicer compliance
statement.
<F3> Incorporated by reference to the Form 8-K of the Registrant and the
Issuing Entity filed on November 2, 2006.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
Stanwich Asset Acceptance Company, L.L.C.
(Depositor)
/s/ Bruce M. Rose
Bruce M. Rose, President
Date: May 21, 2007
Exhibit Index
Exhibit No.
The exhibits listed below are either included or incorporated by reference
as indicated:
(3.1) Certificate of Formation of the Registrant, dated as of January 26,
2005 (Incorporated by reference to Exhibit 3.1 of Registration
Statement No. 333-124562 filed on May 2, 2005)
(3.2) Limited Liability Company Agreement of the Registrant, dated as of
January 26, 2005 (Incorporated by reference to Exhibit 3.2 of
Registration Statement No. 333-124562 filed on May 2, 2005)
(4.1) Pooling and Servicing Agreement and the exhibits thereto, dated as
of October 1, 2006, among the Registrant, Fremont Investment & Loan,
as Servicer, and Wells Fargo Bank, N.A., as Trustee. <F3>
(10.1) Mortgage Loan Purchase Agreement, dated as of October 18, 2006,
among the Registrant, Fremont Investment & Loan and Carrington
Securities, LP. <F3>
(10.2) Confirmation to ISDA Master Agreement, dated October 18, 2006,
between Swiss Re Financial Products Corporation and Wells Fargo
Bank, N.A. <F3>
(10.3) Schedule to ISDA Master Agreement dated October 18, 2006, between
Swiss Re Financial Products Corporation and Wells Fargo .
Bank, N.A. <F3>
(31) Rule 13a-14(d)/15d-14(d) Certifications.
(33) Reports on assessment of compliance with servicing criteria for
asset-backed securities.
<s> <c>
a) Fremont Investment & Loan, as Servicer
b) LandAmerica Tax and Flood Services as Sub-Contractor for Fremont Investment & Loan
c) Wells Fargo Bank, N.A., as Trustee
d) Wells Fargo Bank, N.A., as Custodian
(34) Attestation reports on assessment of compliance with servicing
criteria for asset-backed securities.
<s> <c>
a) Fremont Investment & Loan, as Servicer
b) LandAmerica Tax and Flood Services as Sub-Contractor for Fremont Investment & Loan
c) Wells Fargo Bank, N.A., as Trustee
d) Wells Fargo Bank, N.A., as Custodian
(35) Servicer compliance statement.
<s> <c>
a) Fremont Investment & Loan, as Servicer
<F3> Incorporated by reference to the Form 8-K of the Registrant and the
Issuing Entity filed on November 2, 2006.
EX-31 Rule 13a-14(d)/15d-14(d) Certifications
I, Bruce M. Rose, certify that:
1. I have reviewed this report on Form 10-K and all reports on Form 10-D
required to be filed in respect of the period covered by this report
on Form 10-K of Carrington Mortgage Loan Trust, Series 2006-FRE2 (the
"Exchange Act periodic reports");
2. Based on my knowledge, the Exchange Act periodic reports, taken as a
whole, do not contain any untrue statement of a material fact or omit
to state a material fact necessary to make the statements made, in
light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
3. Based on my knowledge, all of the distribution, servicing and other
information required to be provided under Form 10-D for the period
covered by this report is included in the Exchange Act periodic
reports;
4. Based on my knowledge and the servicer compliance statements required
in this report under Item 1123 of Regulation AB, and except as
disclosed in the Exchange Act periodic reports, the servicers have
fulfilled their obligations under the servicing agreements in all material
respects; and
5. All of the reports on assessment of compliance with servicing
criteria for asset-backed securities and their related attestation
reports on assessment of compliance with servicing criteria for
asset-backed securities required to be included in this report in
accordance with Item 1122 of Regulation AB and Exchange Act Rules
13a-18 and 15d-18 have been included as an exhibit to this report,
except as otherwise disclosed in this report. Any material instances
of noncompliance described in such reports have been disclosed in
this report on Form 10-K.
In giving the certifications above, I have reasonably relied on
information provided to me by the following unaffiliated parties:
Fremont Investment & Loan as Servicer, and Wells Fargo Bank, N.A.,
as Trustee and Custodian, LandAmerica Tax and Flood Services as
Sub-Contractor for the Servicer.
Dated: March 27, 2007
/s/ Bruce M. Rose
Signature
President
Title
EX-33 (a)
(logo) FREMONT
INVESTMENT & LOAN
310-315-5500 telephone
310-315-5593 fax
May 14, 2007
Squar, Milner, Peterson, Miranda & Williamson, LLP
4100 Newport Place Drive, Third Floor
Newport Beach, CA 92660
Management's Assertion on Compliance with Regulation AB Item 1122 Criteria
Fremont Investment & Loan (the "Asserting Party") is responsible for assessing
its compliance with the applicable servicing criteria set forth in Item 1122(d)
of Regulation AB (17 C.F.R, 229.1122(d)) as indicated on Exhibit A annexed
hereto entitled "1122 Servicing Criteria to be Addressed in Assessment of
Compliance" (the "Servicing Criteria").
The Asserting Party has assessed the effectiveness of its compliance with the
applicable Servicing Criteria as of December 31, 2006, and for the period of
January 1, 2006 through December 31, 2006 (the "Reporting Period") for which the
Asseting Party serviced, as a servicer, the residential mortgage loans in the
publicly issued asset-backed securities transactions to which this assertion
relates, as listed on Exhibit B hereto (herein referred to as the "Platform").
In making this assessment, the Asserting Party used the criteria set forth by
the Securities and Exchange Commission in paragraph (d) of Item 1122 of
Regulation AB.
Based on such assessment, the Asserting Party believes that, as of December 31,
2006 and for the Reporting Period, it has complied in all material respects with
the servicing criteria set forth in Item 1122(d) of Regulation AB for the
servicing activities it performs in the asset-backed securities transactions
detailed on Exhibit B. For servicing criteria 1122(d)(1)(i), 1122(d)(1)(iii),
1122(d)(4)(ii) and 1122(d)(4)(xv), management has determined that such
activities are not applicable to the activities performed by the Company with
respect to the Platform. With respect to Items 1122(d)(3)(i), 1122(d)(3)(ii),
1122(d)(3)(iii) and 1122(d)(3)(iv), the Company's responsibilities are limited
to the timely delivery of contractual payments and other information to the
Trust Administrator, Wells Fargo Bank, N.A., and the Company does not take
responsibility for the reports or cash disbursements to investors
Squar, Milner, Peterson, Miranda & Williamson, LLP, an independent registered
public accounting firm, has issued an attestation report with respect to the
Asserting Party's assessment of compliance with the Servicing Criteria as of
December 31, 2006 and for the Reporting Period. The asset-backed securities
transactions to which this assertion and the attestation report relate are
listed on Exhibit B.
/s/ Kyle Walker
Kyle Walker
President and
Chief Executive Officer
/s/ John. R. Alkire
John R. Alkire
Senior Vice President, Servicing Support
2425 OLYMPIC BLVD. * 3RD FLOOR EAST * SANTA MONICA, CA 90404
Member FDIC * Serving our customers since 1937
(page)
EXHIBIT A
1122 SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE
The assessment of compliance to be delivered by the Servicer shall address, at
a minimum, the criteria identified as below as "Applicable Servicing Criteria."
<table>
<caption>
SERVICING CRITERIA APPLICABLE
SERVICING CRITERIA
Reference Criteria
General Servicing Considerations
<s> <c> <c>
1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or N/A
other triggers and events of default in accordance with the transaction
agreements.
1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, X(1)
policies and procedures are instituted to monitor the third party's
performance and compliance with such servicing activities.
1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up N/A
servicer for the mortgage loans are maintained.
1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party X
participating in the servicing function throughout the reporting period
in the amount of coverage required by and otherwise in accordance with the
terms of the transaction agreements.
Cash Collection and Administration
1122(d)(2)(i) Payments on mortgage loans are deposited into the appropriate custodial bank X
accounts and related bank clearing accounts no more than two business days
following receipt, or such other number of days specified in the transaction
agreements.
1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor X
are made only by authorized personnel.
1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, X
and any interest or other fees charged for such advances, are made, reviewed
and approved as specified in the transaction agreements.
1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts X
established as a form of overcollateralization, are separately maintained (e.g., with
respect to commingling of cash) as set forth in the transaction agreements.
1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution X
as set forth in the transaction agreements. For purposes of this criterion,
"federally insured depository institution" with respect to a foreign financial
institution means a foreign financial institution that meets the requirements of Rule
13k-1(b)(1) of the Securities Exchange Act.
1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. X
1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities X
related bank accounts, including custodial accounts and related bank clearing
accounts. These reconciliations are (A) mathematically accurate; (B) prepared
within 30 calendar days after the bank statement cutoff date, or such other number
of days specified in the transaction agreements; (C) reviewed and approved by someone
other than the person who prepared the reconciliation; and (D) contain explanations for
reconciling items. These reconciling items are resolved within 90 calendar days of their
original identification, or such other number of days specified in the transaction
agreements.
Investor Remittances and Reporting
1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained X
in accordance with the transaction agreements and applicable Commission requirements.
Specifically, such reports (A) are prepared in accordance with timeframes and other terms
set forth in the transaction agreements; (B) provide information calculated in accordance
with the terms specified in the transaction agreements; (C) are filed with the Commission
as required by its rules and regulations; and (D) agree with investors' or the trustee's
records as to the total unpaid principal balance and number of mortgage loans serviced by
the Servicer.
1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes, X
distribution priority and other terms set forth in the transaction agreements.
1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the Servicer's X
investor records, or such other number of days specified in the transaction agreements.
1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or X
other form of payment, or custodial bank statements.
Pool Asset Administration
1122(d)(4)(i) Collateral or security on mortgage loans is maintained as required by the transaction X
agreements or related mortgage loan documents.
1122(d)(4)(ii) Mortgage loan and related documents are safeguarded as required by the transaction N/A
agreements
1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed and approved X
in accordance with any conditions or requirements in the transaction agreements.
1122(d)(4)(iv) Payments on mortgage loans, including any payoffs, made in accordance with the related X
mortgage loan documents are posted to the Servicer's obligor records maintained no more
than two business days after receipt, or such other number of days specified in the
transaction agreements, and allocated to principal, interest or other items (e.g., escrow)
in accordance with the related mortgage loan documents.
1122(d)(4)(v) The Servicer's records regarding the mortgage loans agree with the Servicer's records with X
respect to an obligor's unpaid principal balance.
1122(d)(4)(vi) Changes with respect to the terms or status of an obligor's mortgage loans (e.g., loan X
modifications or re-agings) are made, reviewed and approved by authorized personnel in
accordance with the transaction agreements and related pool asset documents.
1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in X
lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated,
conducted and concluded in accordance with the timeframes or other requirements
established by the transaction agreements.
1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a mortgage loan is X
delinquent in accordance with the transaction agreements. Such records are maintained on
at least a monthly basis, or such other period specified in the transaction agreements,
and describe the entity's activities in monitoring delinquent mortgage loans including,
for example, phone calls, letters and payment rescheduling plans in cases where
delinquency is deemed temporary (e.g., illness or unemployment).
1122(d)(4)(ix) Adjustments to interest rates or rates of return for mortgage loans with variable rates X
are computed based on the related mortgage loan documents.
1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds X
are analyzed, in accordance with the obligor's mortgage loan documents, on at least an
annual basis, or such other period specified in the transaction agreements; (B) interest
on such funds is paid, or credited, to obligors in accordance with applicable mortgage
loan documents and state laws; and (C) such funds are returned to the obligor within 30
calendar days of full repayment of the related mortgage loans, or such other number of
days specified in the transaction agreements.
1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or X
before the related penalty or expiration dates, as indicated on the appropriate bills or
notices for such payments, provided that such support has been received by the servicer at
least 30 calendar days prior to these dates, or such other number of days specified in the
transaction agreements.
1122(d)(4)(xii) Any late payment penalties in connection with any payment to be made on behalf of an X
obligor are paid from the servicer's funds and not charged to the obligor, unless the late
payment was due to the obligor's error or omission.
1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within two business days to the X
obligor's records maintained by the servicer, or such other number of days specified in
the transaction agreements.
1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in X
accordance with the transaction agreements.
1122(d)(4)(xv) Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or N/A
Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements.
<FN>
(1) Other than with respect to LandAmerica Tax and Flood Services, Inc. which management has considered a "servicer" as defined
in Item 1101(j) of Regulation AB, and the Company has electednot to take responsibility for assessing compliance with the
applicable servicing criteria applicable to this vendor
</FN>
</table>
(page)
EXHIBIT B
FREMONT SECURITIZATIONS
Fremont Home Loan Trust 2006-A pursuant to a Pooling & Servicing Agreement dated
May 1, 2006, among Financial Asset Securities Corp as Depositor, Fremont
Investment & Loan as Sponsor, Wells Fargo Bank, N.A. as Master Servicer and
HSBC Bank USA, National Association as Trustee
Fremont Home Loan Trust 2006-B pursuant to a Pooling & Servicing Agreement dated
August 1, 2006, among Fremont Mortgage Securities Corporation as Depositor,
Fremont Investment & Loan as Originator, Wells Fargo Bank, N.A. as Master
Servicer and HSBC Bank USA, National Association as Trustee
Fremont Home Loan Trust 2006-C pursuant to a Pooling & Servicing Agreement dated
September 1, 2006, among Fremont Mortgage Securities Corporation as Depositor,
Fremont Investment & Loan as Originator, Wells Fargo Bank, N.A. as Master
Servicer and HSBC Bank USA, National Association as Trustee
Fremont Home Loan Trust 2006-D pursuant to a Pooling & Servicing Agreement dated
November 1, 2006, among Fremont Mortgage Securities Corporation as Depositor,
Fremont Investment & Loan as Sponsor, Wells Fargo Bank, N.A. as Master Servicer
and HSBC Bank USA, National Association as Trustee
Fremont Home Loan Trust 2006-E pursuant to a Pooling & Servicing Agreement dated
December 1, 2006, among Fremont Mortgage Securities Corporation as Depositor,
Fremont Investment & Loan as Sponsor, Wells Fargo Bank, N.A. as Master Servicer
and HSBC Bank USA, National Association as Trustee
Fremont Home Loan Trust 2005-A pursuant to a Pooling & Servicing Agreement dated
February 1, 2005, among Fremont Mortgage Securities Corporation, Fremont
Investment & Loan, Wells Fargo Bank, N.A. and HSBC Bank USA, National
Association
Fremont Home Loan Trust 2005-B pursuant to a Pooling & Servicing Agreement dated
May 1, 2005, among Fremont Mortgage Securities Corporation, Fremont Investment &
Loan, Wells Fargo Bank, N.A. and HSBC Bank USA, National Association
Fremont Home Loan Trust 2005-C pursuant to a Pooling & Servicing Agreement dated
July 1, 2005, among Fremont Mortgage Securities Corporation, Fremont Investment
& Loan, Wells Fargo Bank, N.A. and HSBC Bank USA, National Association
Fremont Home Loan Trust 2005-D pursuant to a Pooling & Servicing Agreement dated
November 1, 2005, among Fremont Mortgage Securities Corporation, Fremont
Investment & Loan, Wells Fargo Bank, N.A. and HSBC Bank USA, National
Association
(page)
Fremont Home Loan Trust 2005-E pursuant to a Pooling & Servicing Agreement dated
December 1, 2005, among Fremont Mortgage Securities Corporation, Fremont
Investment & Loan, Wells Fargo Bank, N.A. and HSBC Bank USA, National
Association
Fremont Home Loan Trust 2004-A pursuant to a Pooling & Servicing Agreement dated
February 1, 2004, among GS Mortgage Securities Corp., Fremont Investment & Loan,
Wells Fargo Bank Minnesota, National Association and HSBC Bank USA
Fremont Home Loan Trust 2004-B pursuant to a Pooling & Servicing Agreement dated
May 1, 2004, among Financial Asset Securities Corp., Fremont Investment & Loan,
Wells Fargo Bank, N.A. and HSBC Bank USA
Fremont Home Loan Trust 2004-C pursuant to a Pooling & Servicing Agreement dated
August 1, 2004, among Fremont Mortgage Securities Corporation, Fremont
Investment & Loan, Wells Fargo Bank, N.A. and HSBC Bank USA, National
Association
Fremont Home Loan Trust 2004-D pursuant to a Pooling & Servicing Agreement dated
November 1, 2004, among Fremont Mortgage Securities Corporation, Fremont
Investment & Loan, Wells Fargo Bank, N.A. and HSBC Bank USA, National
Association
Fremont Home Loan Trust 2003-A pursuant to a Pooling & Servicing Agreement dated
August 1, 2003, among Financial Asset Securities Corp., Fremont Investment &
Loan, Wells Fargo Bank Minnesota, National Association and HSBC Bank USA
Fremont Home Loan Trust 2003-B pursuant to a Pooling & Servicing Agreement dated
November 1, 2003, among Asset Backed Securities Corporation, Fremont Investment
& Loan, Wells Fargo Bank Minnesota, National Association and HSBC Bank USA
CARRINGTON SECURITIZATIONS
Carrington Mortgage Loan Trust 2005-FRE1 pursuant to a Pooling & Servicing
Agreement dated October 1, 2005, among Stanwich Asset Acceptance Company,
L.L.C., Deutsche Bank National Trust Company and Fremont Investment & Loan
Carrington Mortgage Loan Trust 2006-FRE1 pursuant to a Pooling & Servicing
Agreement dated June 1, 2006, among Stanwich Asset Acceptance Company, L.L.C.,
Fremont Investment & Loan And Wells Fargo Bank, N.A.
Carrington Mortgage Loan Trust 2006-FRE2 pursuant to a Pooling & Servicing
Agreement dated October 1, 2006, among Stanwich Asset Acceptance Company,
L.L.C., Fremont Investment & Loan and Wells Fargo Bank, N.A.
CREDIT SUISSE - DLJ/CSFB SECURITIZATIONS
CSFB Home Equity Pass-Through Certificates 2004-FRE1 pursuant to a Pooling &
Servicing Agreement dated August 1, 2004, among Credit Suisse First Boston
Mortgage Securities Corp., DLJ Mortgage Capital, INC., Fremont Investment &
Loan, Wells Fargo Bank, N.A., The Murrayhill Company, and U.S. Bank National
Association
DEUTSCHE SECURITIZATIONS
ACE Securities Corp. Home Equity Loan Trust 2006 FM1 pursuant to a Pooling &
Servicing Agreement dated August 1, 2006, among ACE Securities Corp., Fremont
Investment & Loan, Wells Fargo Bank, N.A. and HSBC Bank USA, National
Association
Interim - DB Structured Products, Inc Series 2006 FM2 pursuant to a Mortgage
Loan Purchase and Interim Servicing Agreement dated May 1, 2004, among Fremont
Investment & Loan and DB Structured Products, Inc.
Interim - DB Structured Products, Inc Series 2006 HE1 pursuant to Master
Mortgage Loan Purchase and Interim Servicing Agreement dated May 1, 2004, among
Fremont Investment & Loan and DB Structured Products, Inc.
GREENWICH SECURITIZATIONS
Interim - Fremont Home Loan Trust 2006-1 pursuant to a Mortgage Loan Purchase
and Interim Servicing Agreement dated December 1, 2005, among Financial Asset
Securities Corp., Fremont Investment & Loan, Deutsche Bank National Trust
Company and Wells Fargo Bank
Fremont Home Loan Trust 2006-2 pursuant to a Pooling & Servicing Agreement dated
April 1, 2006, among Fremont Investment & Loan and Greenwich Capital Financial
Products, Inc.
Interim - Fremont Home Loan Trust 2006-3 pursuant to a Mortgage Loan Purchase
and Interim Servicing Agreement dated December 1, 2005, among Fremont Investment
& Loan And Greenwich Capital Financial Products, Inc.
GOLDMAN SACHS SECERITIZATIONS
GSAMP Trust 2006-FM2 pursuant to a Pooling & Servicing Agreement dated September
1, 2006, among GS Mortgage Securities Corp., Fremont Investment & Loan, Deutsche
Bank National Trust Company and Wells Fargo Bank
GSAMP Trust 2006-FM3 pursuant to a Pooling & Servicing Agreement dated December
1, 2006, among GS Mortgage Securities Corp., Fremont Investment & Loan, Deutsche
Bank National Trust Company and Wells Fargo Bank
Interim - GSAMP Trust 2006-HE2 pursuant to an Amended and Restated Flow Mortgage
Loan Purchase and Warranties Agreement dated January 1, 2006, among Goldman
Sachs Mortgage Company and Fremont Investment & Loan
(page)
Interim - GSAMP Trust 2006-HE3 pursuant to a Amended and Restated Flow Mortgage
Loan Purchase and Warranties Agreement dated January 1, 2006, among Goldman
Sachs Mortgage Company and Fremont Investment & Loan
SOCIETE GENERAL SECURITIZATIONS
Interim - SG Mortgage Finance Corp. 2006-FRE2 pursuant to a Amended Mortgage
Loan Purchase and Interim Servicing Agreement dated June 21, 2006, among Fremont
Investment & Loan and SG Mortgage Finance Corp.
EX-33 (b)
Report on Assessment of Compliance
with Regulation AB Servicing Criteria
1. The undersigned authorized officer of LandAmerica Tax and Flood Services,
Inc. (the "Company") is responsible for assessing the Company's compliance with
the applicable servicing criteria as defined in 17 CFR Part 229 Section 1122(d)
(4) (xi) and 1122(d) (4) (xii) (the "Regulation AB Servicing Criteria") for
residential mortgage backed securities for which the Company served as
third-party property tax payment provider on the underlying collateral (the
"Platform"). Except as set forth in the preceding sentence, the servicing
criteria set forth in 17 CFR Part 229 Section 1122(d) are not applicable to the
activities the Company performed with respect to the Platform.
2. The Company used the criteria in 17 CFR Part 229 Section 1122(d) to assess
the compliance with the Regulation AB Servicing Criteria.
3. Under one of the services offered by the Company, some customers may elect to
remit tax payments directly to tax agencies without having the Company remit
those property tax payments through our tax payment service. We refer to these
customers as "non-outsourced servicer customers." With respect to these
non-outsourced customers and the services the Company delivered pursuant to the
servicing criteria set forth in 17 CFR Part 229 Section 1122(d)(4)(xi), the
Company's assertion is strictly limited to its processing of tax payments
submitted through the Company's tax payment service.
4. With respect to servicing criteria set forth in 17 CFR Part 229 Section
1122(d)(4)(xii), the Company's assertion is strictly limited to its processing
of property tax penalty payments. The Company has determined that its servicer
customers may also have access to systems that enable those servicers to process
penalties through obligor escrow accounts. Management's assessment of compliance
does not relate to the actual or potential activities of other parties with
access to obligor escrow accounts.
5. Based on such assessment, management believes that, as of and for the year
ended December 31, 2006, the Company has complied in all material respects with
the Regulation AB Servicing Criteria related to the servicing of the Platform.
6. The registered public accounting firm of Grant Thornton, LLP, has issued an
attestation report on the Company's assessment of compliance with the Regulation
AB Servicing Criteria as of and for the year ended December 31, 2006.
Date: February 20, 2007
LandAmerica Tax and Flood Services, Inc.
By: /s/ Bob Ige
Name: Bob Ige
Its: Executive Vice President
EX-33 (c)
(logo) WELLS FARGO
Corporate Trust Services
9062 Old Annapolis Road
Columbia, MD 21045-1951
410 884-2000
410 715-2380 Fax
Wells Fargo Bank, N.A.
ASSESSMENT OF COMPLIANCE WITH APPLICABLE SERVICING CRITERIA
Corporate Trust Services division of Wells Fargo Bank, National Association (the
"Company") provides this assessment of compliance with the following applicable
servicing criteria set forth in Item 1122(d) of Regulation AB promulgated by
the Securities and Exchange Commission. Management has determined that the
servicing criteria are applicable in regards to the servicing platform for the
period as follows:
Platform: Publicly-issued (i.e., transaction-level reporting initially required
under the Securities Exchange Act of 1934, as amended) residential
mortgage-backed securities, commercial mortgage-backed securities and other
asset-backed securities, for which the Company provides master servicing,
trustee, securities administration or paying agent services, excluding
transactions issued by any agency or instrumentality of the U.S. government or
any government sponsored entity (the "Platform").
Applicable Servicing Criteria: All servicing criteria set forth in Item 1122(d),
to the extent required in the related transaction agreements or required by the
Item 1122(d) servicing criteria in regards to the activities performed by the
Company, except for the following criteria: 1122(d)(1)(iii), 1122(d)(4)(ii),
1122(d)(4)(iv), 1122(d)(4)(v), 1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x),
1122(d)(4)(xi), 1122(d)(4)(xii) and 1122(d)(4)(xiii), which management has
determined are not applicable to the activities the Company performs with
respect to the Platform (the "Applicable Servicing Criteria").
Period: Twelve months ended December 31, 2006 (the "Period").
Third parties classified as vendors: With respect to servicing criteria
1122(d)(4)(i), the Company has engaged various vendors to handle certain Uniform
Commercial Code filing functions required by the servicing criteria ("vendors").
The Company has determined that none of the vendors is a "servicer" as defined
in Item 1101(j) of Regulation AB, and the Company elects to take responsibility
for assessing compliance with the portion of the servicing criteria applicable
to each vendor as permitted by Interpretation 17.06 of the SEC Division of
Corporation Finance Manual of Publicly Available Telephone Interpretations
("Interpretation 17.06"). The Company has policies and procedures in place to
provide reasonable assurance that each vendor's activities comply in all
material respects with the servicing criteria applicable to each vendor. The
Company is solely responsible for determining that it meets the SEC requirements
to apply Interpretation 17.06 for the vendors and related criteria.
With respect to the Platform and the Period, the Company provides the following
assessment of compliance with respect to the Applicable Servicing Criteria:
1. The Company is responsible for assessing its compliance with the Applicable
Servicing Criteria.
2. The Company has assessed compliance with the Applicable Servicing Criteria,
including servicing criteria for which compliance is determined based on
Interpretation 17.06 as described above, as of and for the Period. In performing
this assessment, management used the criteria set forth by the Securities and
Exchange Commission in paragraph (d) of Item 1122 of Regulation AB.
3. Other than as identified on Schedule A hereto, as of and for the Period, the
Company was in material compliance with the Applicable Servicing Criteria. Any
material instances of noncompliance by a vendor of which the Company is aware
and any material deficiency in the Company's policies and procedures to monitor
vendors' compliance that the Company has identified is specified on Schedule A
hereto.
KPMG LLP, a registered public accounting firm, has issued an attestation
report with respect to the Company's foregoing assessment of compliance as of
and for the Period.
WELLS FARGO BANK, NATIONAL ASSOCIATION
By:/s/ Brian Bartlett
Brian Bartlett
Its: Executive Vice President
Dated: March 1, 2007
(page)
(logo) WELLS FARGO
Corporate Trust Services
9062 Old Annapolis Road
Columbia, MD 21045-1951
410 884-2000
410 715-2380 Fax
Wells Fargo Bank, N.A.
Schedule A
Material Instances of Noncompliance by the Company
1122(d)(3)(i)- Delinquency Reporting - During the reporting period, certain
monthly investor or remittance reports included errors in the calculation and/or
the reporting of delinquencies for the pool assets, which errors may or may not
have been material. All such errors were the result of data processing errors
and/or the mistaken interpretation of data provided by other parties
participating in the servicing function. All necessary adjustments to data
processing systems and/or interpretive clarifications have been made to correct
those errors and to remedy related procedures.
Material instances of Noncompliance by any Vendor
NONE
Material Deficiencies In Company's Policies and Procedures to Monitor Vendors'
Compliance
NONE
EX-33 (d)
(logo) WELLS FARGO
Wells Fargo Bank, N.A.
Document Custody
1015 10th Avenue SE
Minneapolis, MN 55414
Appendix I
ASSESSMENT OF COMPLIANCE WITH APPLICABLE SERVICING CRITERIA
Corporate Trust Services division of Wells Fargo Bank, National Association
(the "Company") is responsible for assessing compliance with the servicing
criteria set forth in Item 1122(d) of Regulation AB promulgated by the
Securities and Exchange Commission. The Company has determined that the
servicing criteria are applicable in regard to the servicing platform for the
period as follows:
Platform: Publicly-issued (i.e., transaction-level reporting required under
the Securities Exchange Act of 1934, as amended) residential mortgage-backed
securities and commercial mortgage-backed securities issued on or after January
1, 2006, for which the Company provides document custody services, excluding any
publicly issued transactions issued by any government sponsored entity (the
"Platform").
Applicable Servicing Criteria: The servicing criteria set forth in Item
1122(d)(4)(i) and 1122(d)(4)(ii), in regard to the activities performed by the
Company with respect to the Platform (the "Applicable Servicing Criteria"). The
Company has determined that all other servicing criteria set forth in Item
1122(d) are not applicable to the Platform.
Period: Twelve months ended December 31, 2006 (the "Period").
With respect to the Platform, the Company provides the following
assessment of compliance with respect to the Applicable Servicing Criteria:
1. The Company is responsible for assessing the Company's compliance with
the Applicable Servicing Criteria as of and for the Period.
2. The Company has assessed compliance with the Applicable Servicing
Criteria. In performing this assessment, the Company used the criteria set forth
by the Securities and Exchange Commission in paragraph (d) of Item 1122 of
Regulation AB.
3. Based on such assessment, as of and for the Period, the Company has
complied, in all material respects with the Applicable Servicing Criteria.
KPMG LLP, a registered public accounting firm, has issued an attestation
report with respect to the Company's assessment of compliance as of and for the
Period.
WELLS FARGO BANK, NATIONAL ASSOCIATION
By: /s/ Shari L. Gillund
Shari L. Gillund
Its: Senior Vice President
Dated: March 1, 2007
EX-34 (a)
(logo) SQUAR MILNER
REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Board of Directors
Fremont Investment & Loan
We have examined management's assertion, included in the accompanying Report on
Assessment of Compliance, that Fremont Investment & Loan (the "Company")
complied with the servicing criteria set forth in Item 1122(d) of the Securities
and Exchange Commission's Regulation AB for publicly issued asset-backed
securities transactions that were completed on or after January 1, 2006, for
which the Company served as a servicer, and that were registered with the
Securities and Exchange Commission pursuant to the Securities Act of 1933 for
related asset-backed securities involving first-lien and secondlien residential
mortgage loans that were outstanding during the year ended December 31, 2006
(herein referred to as "the Platform"), except for criteria 1122(d)(1)(i),
1122(d)(1)(iii), 1122(d)(4)(ii) and 1122(d)(4)(xv), which management has
determined are not applicable to the activities performed by the Company with
respect to the Platform. With respect to Items 1122(d)(3)(i), 1122(d)(3)(ii),
1122(d)(3)(iii) and 1122(d)(3)(iv), the Company's responsibilities are limited
to the timely delivery of contractual payments and other information to the
Trust Administrator, or the Trustee, and the Company does not take
responsibility for the reports or cash disbursements to investors. Management is
responsible for the Company's compliance with the applicable servicing criteria.
Our responsibility is to express an opinion on management's assertion about the
Company's compliance with the applicable servicing criteria for the Platform
based on our examination.
Our examination was conducted in accordance with the standards of the Public
Company Accounting Oversight Board (United States) and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
applicable servicing criteria for the Platform and performing such other
procedures as we considered necessary in the circumstances. Our examination
included selecting a sample of transactions and compliance activities related to
the Platform during the examination period, and evaluating whether the Company
processed those transactions and performed those activities in compliance with
the applicable servicing criteria for the period covered by this report.
Accordingly, our testing may not have included servicing activities related to
each asset-backed transaction or security constituting the Platform. Our testing
of selected transactions and compliance activities was limited to calculations,
reports, and activities performed by the Company during the period covered by
this report. Our procedures were not designed to determine whether errors may
have occurred either prior to or subsequent to our tests that may have affected
the balances or amounts calculated or reported by the Company during the period
covered by this report for the selected transactions or any other transactions.
We believe that our examination provides a reasonable basis for our opinion. Our
examination does not provide a legal determination on the Company's compliance
with the applicable servicing criteria.
As described in management's assertion included in the accompanying Exhibit A,
for servicing criteria 1122(d)(1)(ii), the Company has engaged various vendors
to perform activities required by this servicing criteria. The Company has
determined that these vendors are not considered a "servicer" as defined in Item
1101(j) of Regulation AB, and the Company has elected to take responsibility for
assessing compliance with the servicing criteria applicable to these vendors as
permitted by Interpretation 17.06 of the SEC Division of Corporation Finance
Manual of Publicly Available Telephone Interpretations ("Interpretation 17.06").
As permitted by Interpretation 17.06, the Company has asserted that it has
policies and procedures in place designed to provide reasonable assurance that
the vendors' activities comply in all material respects with the servicing
criteria applicable to the vendor. The Company is solely responsible for
determining that it meets the SEC requirements to apply Interpretation 17.06 for
the vendors and related criteria as described in its assertion, and we performed
no procedures with respect to the Company's eligibility to apply Interpretation
17.06.
In our opinion, management's assertion that the Company complied with the
aforementioned applicable servicing criteria, including servicing criteria
1122(d)(2)(i) for which compliance is determined based on Interpretation 17.06
as described above, as of December 31, 2006 and for twelve months ended December
31, 2006 for the Platform is fairly stated, in all material respects.
/s/ Squar Milner Peterson Miranda & Williamson, LLP
Newport Beach, California
May 14, 2007
EX-34 (b)
EXHIBIT C
(logo) Grant Thornton
Accountants and Business Advisors
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Board of Directors and Shareholders
LandAmerica Tax and Flood Services, Inc.
We have examined management's assertion, included in the accompanying Report on
Assessment of Compliance with Regulation AB Servicing Criteria ("Management's
Report"), that LandAmerica Tax and Flood Services, Inc. (the "Company") complied
with the servicing criteria set forth in Item 1122(d) of the U.S. Securities and
Exchange Commission's Regulation AB for the residential mortgage backed
securities for which the Company served as third-party property tax payment
provider on the underlying collateral (the "Platform") as of and for the year
ended December 31, 2006, excluding criteria 1122(d)(1)(i)-(iv),
1122(d)(2)(i)-(vii), 1122(d)(3)(i)-(iv), 1122(d)(4)(i)-(x) and
1122(d)(4)(xiii)-(xv), which management has determined are not applicable to the
activities performed by the Company with respect to the Platform. Management is
responsible for the Company's compliance with the applicable servicing criteria.
Our responsibility is to express an opinion on management's assertion about the
Company's compliance with the applicable servicing criteria for the Platform
based on our examination.
Our examination was conducted in accordance with the standards of the Public
Company Accounting Oversight Board (United States) and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
applicable servicing criteria for the Platform and performing such other
procedures as we considered necessary in the circumstances. Our examination
included testing selected asset-backed transactions and securities constituting
the Platform and evaluating whether the Company performed servicing activities
related to those transactions and securities in compliance with the applicable
servicing criteria for the period covered by this report. Accordingly, our
testing may not have included servicing activities related to each asset-backed
transaction or security constituting the Platform. Further, our examination was
not designed to detect material noncompliance that may have occurred prior to
the period covered by this report and that may have affected the Company's
servicing activities during the period covered by this report. We believe that
our examination provides a reasonable basis for our opinion. Our examination
does not provide a legal determination on the Company's compliance with the
applicable servicing criteria.
In our opinion, management's assertion that LandAmerica Tax and Flood Services,
Inc. complied with the aforementioned applicable servicing criteria as of and
for the year ended December 31, 2006 is fairly stated, in all material respects.
/s/ Grant Thornton LLP
Irvine, CA
February 20, 2007
18400 Von Karman Avenue
Suite 900
Irvine, CA 92612-0525
T 949.553.1600
F 949.553.0168
W www.grantthornton.com
Grant Thornton LLP
US member of Grant Thornton International
EX-34 (c)
(logo) KPMG
KPMG LLP
303 East Wacker Drive
Chicago, IL 60801-5212
Report of Independent Registered Public Accounting Firm
The Board of Directors
The Corporate Trust Services division of Wells Fargo Bank, National Association:
We have examined the compliance of the Corporate Trust Services division of
Wells Fargo Bank, National Association (the Company) with the servicing criteria
set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation
AB for publicly-issued (i.e., transaction-level reporting initially required
under the Securities Exchange Act of 1934, as amended) residential
mortgage-backed securities, commercial mortgage-backed securities and other
asset-backed securities, for which the Company provides master servicing,
trustee, securities administration or paying agent services, excluding
transactions issued by any agency or instrumentality of the U.S. government or
any government sponsored entity (the Platform), except for servicing criteria
1122(d)(1)(iii), 1122(d)(4)(ii), 1122(d)(4)(iv), 1122(d)(4)(v),
1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x), 1122(d)(4)(xi),
1122(d)(4)(xii) and 1122(d)(4)(xiii), which the Company has determined are not
applicable to the activities it performs with respect to the Platform, as of and
for the twelve months ended December 31, 2006. Management is responsible for the
Company's compliance with those servicing criteria. Our responsibility is to
express an opinion on management's assertion about the Company's compliance
based on our examination.
Our examination was conducted in accordance with the standards of the Public
Company Accounting Oversight Board (United States) and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
servicing criteria specified above and performing such other procedures as we
considered necessary in the circumstances. Our examination included testing of
less than all of the individual asset-backed transactions and securities that
comprise the Platform, testing of less than all of the servicing activities
related to the Platform, and determining whether the Company processed those
selected transactions and performed those selected activities in compliance with
the servicing criteria. Furthermore, our procedures were limited to the selected
transactions and servicing activities performed by the Company during the period
covered by this report. Our procedures were not designed to determine whether
errors may have occurred either prior to or subsequent to our tests that may
have affected the balances or amounts calculated or reported by the Company
during the period covered by this report for the selected transactions or any
other transactions. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination on the
Company's compliance with the servicing criteria.
As described in the accompanying management's Assessment of Compliance With
Applicable Servicing Criteria, for servicing criteria 1122(d)(4)(i), the Company
has engaged various vendors to perform the activities required by these
servicing criteria. The Company has determined that these vendors are not
considered a "servicer" as defined in Item 1101(j) of Regulation AB, and the
Company has elected to take responsibility for assessing compliance with the
servicing criteria applicable to each vendor as permitted by Interpretation
17.06 of the SEC Division of Corporation Finance Manual of Publicly Available
Telephone Interpretations ("Interpretation 17.06"). As permitted by
Interpretation 17.06, the Company has asserted that it has policies and
KPMG LLP, a U.S. limited liability partnership, in the U.S. member firm
of KPMG International, a Swiss cooperative.
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(logo) KPMG
procedures in place designed to provide assurance that the vendors' activities
comply in all material respects with the servicing criteria applicable to each
vendor. The Company is solely responsible for determining that it meets the SEC
requirements to apply Interpretation 17.06 for the vendors and related criteria
as described in its assertion, and we performed no procedures with respect to
the Company's eligibility to apply Interpretation 17.06.
Our examination disclosed material noncompliance with criterion 1122(d)(3)(i),
as applicable to the Company during the twelve months ended December 31, 2006.
Certain monthly investor or remittance reports included errors in the
calculation and/or the reporting of delinquencies for the pool assets.
In our opinion, except for the material non-compliance described above, the
Company complied, in all material respects, with the aforementioned servicing
criteria, including servicing criteria for which compliance is determined based
on Interpretation 17.06 as discussed above, as of and for the twelve months
ended December 31, 2006.
/s/ KPMG LLP
Chicago, IL 60601
March 1, 2007
EX-34 (d)
(logo) KPMG
KPMG LLP
303 East Wacker Drive
Chicago, IL 60601-5212
Report of Independent Registered Public Accounting Firm
The Board of Directors
The Corporate Trust Services division of Wells Fargo Bank National Association:
We have examined management's assertion, included in the accompanying Appendix
I, that the Document Custody section of the Corporate Trust Services division of
Wells Fargo Bank National Association complied with the servicing criteria set
forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB
for publicly-issued (i.e., transaction-level reporting required under the
Securities Exchange Act of 1934, as amended) residential mortgage-backed
securities and commercial mortgage-backed securities issued on or after January
1, 2006 for which the Company provides document custody services, excluding any
publicly issued transactions issued by any government sponsored entity (the
Platform) as of and for the twelve months ended December 31, 2006. Management
has determined that servicing criteria 1122(d)(4)(i) and 1122(d)(4)(ii) are
applicable to the activities it performs with respect to the Platform, and that
all other servicing criteria set forth in Item 1122(d) are not applicable to the
document custody services provided by the Company with respect to the Platform.
Management is responsible for the Company's compliance with those servicing
criteria. Our responsibility is to express an opinion on management's assertion
about the Company's compliance based on our examination.
Our examination was conducted in accordance with the standards of the Public
Company Accounting Oversight Board (United States) and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
servicing criteria specified above and performing such other procedures as we
considered necessary in the circumstances. Our examination included testing of
less than all of the individual asset-backed transactions and securities that
comprise the Platform, testing of less than all of the servicing activities
related to the Platform, and determining whether the Company processed those
selected transactions and performed those selected activities in compliance with
the servicing criteria. Furthermore, our procedures were limited to the selected
transactions and servicing activities performed by the Company during the period
covered by this report. Our procedures were not designed to determine whether
errors may have occurred either prior to or subsequent to our tests that may
have affected the balances or amounts calculated or reported by the Company
during the period covered by this report for the selected transactions or any
other transactions. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination on the
Company's compliance with the servicing criteria.
In our opinion, management's assertion that the Company complied with the
aforementioned servicing criteria as of and for the period ended December 31,
2006 is fairly stated, in all material respects.
/s/ KPMG LLP
Chicago, Illinois
March 1, 2007
KPMG LLP, a U.S. limited liability partnership, is the U.S. member firm of KPMG
International, a Swiss cooperative.
EX-35 (a)
(logo) FREMONT
Investment & Loan
SERVICER ANNUAL STATEMENT OF COMPLIANCE
Re: The Trusts listed on Exhibit 1
I, John Alkire, Senior Vice President, Loan Servicing for the calendar year
ended December 31, 2006, certify to the Depositor, Trustee and Master Servicer
listed parties to the respective Pooling and Servicing Agreements set forth on
Exhibit 1, and their respective officers, directors and affiliates, and with the
knowledge and intent that they will rely upon this certification, that for the
calendar year ended December 31, 2006.
(i) A review of activities of Fremont Investment & Loan (the "Servicer")
during the preceding calendar year or portion thereof and of the
Servicer's performance under the Pooling and Servicing Agreements listed
on the attached Exhibit 1 (the "Agreements") has been made under my
supervision and
(ii) To the best of my knowledge, based on such review, the Servicer has
fulfilled all of its obligations under the Agreements, in all material
respects throughout such year or portion thereof.
Capitalized terms used and not otherwise defined herein have the meanings
assigned thereto in the related Pooling and Servicing Agreements set forth on
the attached Exhibit 1.
Date: March 20, 2007
/s/ John Alkire
John Alkire
Senior Vice President, Loan Servicing
LEGAL 2727 E. IMPERIAL HWY Brea, CA 92821
Member FDIC Serving our customers since 1937
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EXHIBIT 1
FREMONT
* Fremont Home Loan Trust 2006-A pursuant to a Pooling & Servicing Agreement
dated May 1, 2006, among Financial Asset Securities Corp as Depositor,
Fremont Investment & Loan as Sponsor, Wells Fargo Bank, N.A. as Master
Servicer and HSBC Bank USA, National Association as Trustee
* Fremont Home Loan Trust 2006-B pursuant to a Pooling & Servicing Agreement
dated August 1, 2006, among Fremont Mortgage Securities Corporation as
Depositor, Fremont Investment & Loan as Originator, Wells Fargo Bank, N.A.
as Master Servicer and HSBC Bank USA, National Association as Trustee
* Fremont Home Loan Trust 2006-C pursuant to a Pooling & Servicing Agreement
dated September 1, 2006, among Fremont Mortgage Securities Corporation as
Depositor, Fremont Investment & Loan as Originator, Wells Fargo Bank, N.A.
as Master Servicer and HSBC Bank USA, National Association as Trustee
* Fremont Home Loan Trust 2006-D pursuant to a Pooling & Servicing Agreement
dated November 1, 2006, among Fremont Mortgage Securities Corporation as
Depositor, Fremont Investment & Loan as Sponsor, Wells Fargo Bank, N.A. as
Master Servicer and HSBC Bank USA, National Association as Trustee
* Fremont Home Loan Trust 2006-E pursuant to a Pooling & Servicing Agreement
dated December 1, 2006, among Fremont Mortgage Securities Corporation as
Depositor, Fremont Investment & Loan as Sponsor, Wells Fargo Bank, N.A. as
Master Servicer and HSBC Bank USA, National Association as Trustee
* Fremont Home Loan Trust 2005-A pursuant to a Pooling & Servicing Agreement
dated February 1, 2005, among Fremont Mortgage Securities Corporation,
Fremont Investment & Loan, Wells Fargo Bank, N.A. and HSBC Bank USA,
National Association
* Fremont Home Loan Trust 2005-B pursuant to a Pooling & Servicing Agreement
dated May 1, 2005, among Fremont Mortgage Securities Corporation, Fremont
Investment & Loan, Wells Fargo Bank, N.A. and HSBC Bank USA, National
Association
* Fremont Home Loan Trust 2005-C pursuant to a Pooling & Servicing Agreement
dated July 1, 2005, among Fremont Mortgage Securities Corporation, Fremont
Investment & Loan, Wells Fargo Bank, N.A. and HSBC Bank USA, National
Association
* Fremont Home Loan Trust 2005-D pursuant to a Pooling & Servicing Agreement
dated November 1, 2005, among Fremont Mortgage Securities Corporation,
Fremont Investment & Loan, Wells Fargo Bank, N.A. and HSBC Bank USA,
National Association
* Fremont Home Loan Trust 2005-E pursuant to a Pooling & Servicing Agreement
dated December 1, 2005, among Fremont Mortgage Securities Corporation,
Fremont Investment & Loan, Wells Fargo Bank, N.A. and HSBC Bank USA,
National Association
* Fremont Home Loan Trust 2004-A pursuant to a Pooling & Servicing Agreement
dated February 1, 2004, among GS Mortgage Securities Corp., Fremont
Investment & Loan, Wells Fargo Bank Minnesota, National Association and
HSBC Bank USA
* Fremont Home Loan Trust 2004-B pursuant to a Pooling & Servicing Agreement
dated May 1, 2004, among Financial Asset Securities Corp., Fremont
Investment & Loan, Wells Fargo Bank, N.A. and HSBC Bank USA
* Fremont Home Loan Trust 2004-C pursuant to a Pooling & Servicing Agreement
dated August 1, 2004, among Fremont Mortgage Securities Corporation,
Fremont Investment & Loan, Wells Fargo Bank, N.A. and HSBC Bank USA,
National Association
* Fremont Home Loan Trust 2004-D pursuant to a Pooling & Servicing Agreement
dated November 1, 2004, among Fremont Mortgage Securities Corporation,
Fremont Investment & Loan, Wells Fargo Bank, N.A. and HSBC Bank USA,
National Association
* Fremont Home Loan Trust 2003-A pursuant to a Pooling & Servicing Agreement
dated August 1, 2003, among Financial Asset Securities Corp., Fremont
Investment & Loan, Wells Fargo Bank Minnesota, National Association and
HSBC Bank USA
* Fremont Home Loan Trust 2003-B pursuant to a Pooling & Servicing Agreement
dated November 1, 2003, among Asset Backed Securities Corporation, Fremont
Investment & Loan, Wells Fargo Bank Minnesota, National Association and
HSBC Bank USA
CARRINGTON
* Carrington Mortgage Loan Trust 2005-FRE1 pursuant to a Pooling & Servicing
Agreement dated October 1, 2005, among Stanwich Asset Acceptance Company,
L.L.C., Deutsche Bank National Trust Company and Fremont Investment & Loan
* Carrington Mortgage Loan Trust 2006-FRE1 pursuant to a Pooling & Servicing
Agreement dated June 1, 2006, among Stanwich Asset Acceptance Company,
L.L.C., Fremont Investment & Loan And Wells Fargo Bank, N.A.
* Carrington Mortgage Loan Trust 2006-FRE2 pursuant to a Pooling & Servicing
Agreement dated October 1, 2006, among Stanwich Asset Acceptance Company,
L.L.C., Fremont Investment & Loan and Wells Fargo Bank, N.A.
CREDIT SUISSE - DLJ/CSFB
* CSFB Home Equity Pass-Through Certificates 2004-FRE1 pursuant to a Pooling
& Servicing Agreement dated August 1, 2004, among Credit Suisse First
Boston Mortgage Securities Corp., DLJ Mortgage Capital, INC., Fremont
Investment & Loan, Wells Fargo Bank, N.A., The Murrayhill Company, and U.S.
Bank National Association
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DEUTSCHE
* ACE Securities Corp. Home Equity Loan Trust 2006 FM1 pursuant to a Pooling
& Servicing Agreement dated August 1, 2006, among ACE Securities Corp.,
Fremont Investment & Loan, Wells Fargo Bank, N.A. and HSBC Bank USA,
National Association
* Interim - DB Structured Products, Inc Series 2006 FM2 pursuant to a
Mortgage Loan Purchase and Interim Servicing Agreement dated May 1, 2004,
among Fremont Investment & Loan and DB Structured Products, Inc.
* Interim - DB Structured Products, Inc Series 2006 HE1 pursuant to Master
Mortgage Loan Purchase and Interim Servicing Agreement dated May 1, 2004,
among Fremont Investment & Loan and DB Structured Products, Inc.
GREENWICH
* Interim - Fremont Home Loan Trust 20061 pursuant to a Mortgage Loan
Purchase and Interim Servicing Agreement dated December 1, 2005, among
Financial Asset Securities Corp., Fremont Investment & Loan, Deutsche Bank
National Trust Company and Wells Fargo Bank
* Fremont Home Loan Trust 2006-2 pursuant to a Pooling & Servicing Agreement
dated April 1, 2006, among Fremont Investment & Loan and Greenwich Capital
Financial Products, Inc.
* Interim - Fremont Home Loan Trust 2006-3 pursuant to a Mortgage Loan
Purchase and Interim Servicing Agreement dated December 1, 2005, among
Fremont Investment & Loan And Greenwich Capital Financial Products, Inc.
GOLDMAN SACHS
* GSAMP Trust 2006-FM2 pursuant to a Pooling & Servicing Agreement dated
September 1, 2006, among GS Mortgage Securities Corp., Fremont Investment &
Loan, Deutsche Bank National Trust Company and Wells Fargo Bank
* GSAMP Trust 2006-FM3 pursuant to a Pooling & Servicing Agreement dated
December 1, 2006, among GS Mortgage Securities Corp., Fremont Investment &
Loan, Deutsche Bank National Trust Company and Wells Fargo Bank
* Interim - GSAMP Trust 2006-HE2 pursuant to a Amended and Restated Flow
Mortgage Loan Purchase and Warranties Agreement dated January 1, 2006,
among Goldman Sachs Mortgage Company and Fremont Investment & Loan
* Interim - GSAMP Trust 2006-HE3 pursuant to a Amended and Restated Flow
Mortgage Loan Purchase and Warranties Agreement dated January 1, 2006,
among Goldman Sachs Mortgage Company and Fremont Investment & Loan
SOCIETE GENERAL
* Interim - SG Mortgage Finance Corp. 2006-FRE2 pursuant to a Amended
Mortgage Loan Purchase and Interim Servicing Agreement dated June 21, 2006,
among Fremont Investment & Loan and SG Mortgage Finance Corp.
Exhibit 1
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